Abstract Melt inclusions in ureilites occur only in the small augite- and orthopyroxene-bearing subgroups. Previously [Goodrich C.A., Fioretti A.M., Tribaudino M. and Molin G. (2001) Primary trapped melt inclusions in olivine in the olivine–augite–orthopyroxene ureilite Hughes 009. Geochim. Cosmochim. Acta 65, 621–652] we described melt inclusions in olivine in the olivine–augite–orthopyroxene ureilite Hughes 009 (Hughes). FRO 90054/93008 (FRO) is a near-twin of Hughes, and has abundant melt inclusions in all three primary silicates. We use these inclusions to reconstruct the major, minor and rare earth element composition of the Hughes/FRO parent magma and evaluate models for the petrogenesis of augite-bearing ureilites. Hughes and FRO consist of 23–47 vol % olivine (Fo 87.3 and 87.6, respectively), 7–52 vol % augite ( mg 89.2, Wo 37.0 and mg 88.8, Wo 38.0, respectively), and 12–56 vol % orthopyroxene ( mg 88.3, Wo 4.9 and mg 88.0, Wo 4.8, respectively). They have coarse-grained (⩽3 mm), highly-equilibrated textures, with poikilitic relationships indicating the crystallization sequence olivine → augite → orthopyroxene. FRO is more shocked than Hughes, experienced greater secondary reduction, and is more weathered. The two meteorites are probably derived from the same lithologic unit. Melt inclusions in olivine consist of glass ± daughter cpx ± metal–sulfide–phosphide spherules ± chromite, and have completely reequilibrated Fe/Mg with their hosts. We follow the method of Goodrich et al. (2001) for reconstructing the composition of the primary trapped liquid they represent (olPTL), but correct an error in our treatment of the effects of reequilibration. Inclusions in augite consist of glass, which shows only partial reequilibration of Fe/Mg. The composition of the primary trapped liquid they represent (augPTL) is reconstructed by reverse fractional crystallization of wall augite from the most ferroan glass. Inclusions in orthopyroxene consist of glass + 30–50 vol % daughter cpx. The cpx shows complete, but the glass only partial, reequilibration of Fe/Mg. A range of possible compositions for the primary trapped liquid they represent (opxPTL) is calculated by modal recombination of glass and cpx, followed by addition of wall orthopyroxene and adjustment of Fe/Mg for equilibrium with the primary orthopyroxene. Only a small subset of these compositions is plausible on the basis of being orthopyroxene-saturated. Results indicate that olPTL, assumed to represent the parent magma of these rocks, was saturated only with olivine and in equilibrium with Fo ∼ 83. AugPTL and opxPTL are very similar in composition; both are close to augite + orthopyroxene co-saturation and in equilibrium with Fo 87/8. We suggest that olPTL was reduced to Fo 87/8 due to smelting during ascent, and show that this produces a composition very similar to that of augPTL and opxPTL. REE data for each of the three primary silicates and the least evolved melt inclusions in olivine are used to calculate REE abundances in the Hughes/FRO parent magma. All four methods yield very similar results, indicating a REE pattern that is strongly LREE-depleted (Sm/La = 3.3–3.7), with a small negative Eu anomaly (Eu/Eu* = 0.82) and slight HREE-depletion (Gd/Lu = 1.4–1.6). The Hughes/FRO parent magma provides a robust constraint on models for the petrogenesis of augite-bearing ureilites. Its major, minor and rare earth element composition suggests derivation through mixing and/or assimilation processes, rather than as a primary melt on the ureilite parent body.