The body composition of ten adult and five juvenile Knots (Calidris canutus rogersi) in the migratory period from Northland, New Zealand, was studied. Basic physical measurements of all individuals are provided. Adults were heavier than juveniles, but showed a large variation in mass – some were at estimated departure mass while others apparently were only in the early stages of mass increase, allowing an investigation of changes during the “fattening” procedure. Changes in fat-free dry tissue (protein) of organs were complicated, with pectoralis and heart muscles increasing with total fat mass, while intestine and stomach mass decreased. This resulted in total fat-free dry tissue firstly increasing with fat mass, then levelling off or decreasing. This reallocation of protein is interpreted as being a method of freeing up muscle protein for redeposition in other organs during premigratory fuelling. Most fat was deposited subcutaneously, apparently in a linear fashion. In contrast, abdominal fat showed proportionately higher masses as total fat increased, while fat around other organs showed the reverse pattern. Adults were significantly larger than juveniles in ten organ comparisons, but only four of these were clearly related to migration. Organ sizes in C. c. rogersi were much smaller than in the European-wintering C. c. islandica, and slightly smaller than African-wintering C. c. canutus. Salt gland mass of C. c. rogersi in this sample from New Zealand was much larger than that known from European birds, which may reflect migratory preparation. Lean mass was estimated at around 109 g.