Ontogenetic changes in diet and foraging behavior of Thalassoma cupido were studied on the shallow reefs at Kuchierabu-jima Island, southern Japan. Small fish mainly took small crustaceans (gammarids, copepods, ostracods, isopods, tanaids and cumaceans) from algal mats, where the small prey species lived in a large numbers. While larger fish consumed correspondingly larger prey, including worms (polychaetes, sipunculids), shells (gastropods, chitons and pelecypods), and large crustaceans (crabs, stmatopods, shrimps and hermit crabs). Because the density of larger prey species was relatively low in the initial habitats foraged, larger fish shifted their foraging attention to coraline algal mats and sites scraped by scarid fish, where the larger prey species were present, as well as foraging over larger areas.