In the pteropod mollusc Clione limacina (Phipps), swimming is accomplished through alternate dorsal and ventral flexions of a pair of strongly muscularized wing-like parapodia (wings). Wing musculature is arranged in seven muscle groups. The two outer most dorsal and ventralgroups produce the bending movements of swimming. The three innermuscle groups include longitudinal and transverse wing retractors and dorsoventral muscles. The overall muscle arrangement is similar to that of the generalized mollusc foot. During hovering locomotion the wings pronate on downstroke and supinate on upstroke to produce a maximal angle of attack of 42° for both phases. Wing tips nearly touch or overlap in the saggital plane at the extreme of each half-cycle. High speed movie analysis of hovering swimming indicates that upstroke and downstroke are nearly symmetrical. It is suggested that wings produce lift in both wing phases. We estimate from wing dimensions and velocity measurements that the Reynolds number of the wings is approximately 200. A novel lift-generating mechanism, similar to the ‘clap-and-fling’ of insects, may be utilized by the Clione wing to generate lift throughout the wing cycle despite the reversal of wing movement in each half-stroke. Note: A significant portion of this work was conducted at Friday Harbor Laboratories, Friday Harbor, Washington.