Embryogenesis of Payer's patches (PP) of the ileum, has been studied in 183 human fetuses 8-40-week-old. Their anlages appear on the 8th-9th week as an accumulation of atypical villi. At first the PP are localized in the cranial part of the ileum, and then spread caudally. Their most active increase in amount takes place from the 15th up to 17th weeks of development. From the 8th up to the 40th weeks the PP amount increase from 10 up to 37. During the same time their length develops from 0.7 up to 8.3 mm, their width--from 0.3 up to 2.2. The first lymphoid nodules++ in the PP are detected on the 14th week, then their number rises from 200 up to 3,500. The superficial area of all the PP, turning into the lumen of the ileum widens from 1.4 up to 620 mm2. Their predominate form is ellipsoid. During the whole prenatal period in the lymphoid nodules++ no germinative centers are revealed. Lymphocytes in the PP are identified in 8-9-week-old fetuses. By the 29th week the whole amount of lymphocytes in them increase up to 9.6 x 10(6) cells. Lymphocytic suspension of the PP of 8-9-week-old fetuses contains 1.7% of T-lymphocytes (E = POK) and 0.1% of B-lymphocytes (EAC = POK). By the 29th week their amount increases up to 9% and 7%, respectively, but by birth it does not reach their amount in the PP of mature organisms.