Snake flies (Raphidioptera), alder flies (Megaloptera: Sialidae) and also some myxophagan coleopterans share the same, peculiar telotrophic organization of their ovarioles usually referred to as ovarioles of the Sialis-type. Ovariole ontogenesis in Raphidia sp. is described and the basic events that lead to the formation of germ cell clusters and their subsequent transformations are reported. It was found that the major cellular events during ovariole formation in Raphidia and Sialis are essentially the same. Discrepancies concern details of germ cell cluster formation, differentiation of cystocytes within clusters and their location within the developing tropharium. Based on these results the hypothetical model of the Sialis-type ovariole formation, previously presented by KING and BNING (1985) is verified. A hypothesis on the mechanisms of oocyte determination in telotrophic ovaries is also presented.