The first observations of reproduction and associated behaviors in captive bigfin eelpout, Lycodes cortezianus, and pallid eelpout, Lycodapus mandibularis, are reported here. One Lycodes cortezianus pair produced 13 transparent and negatively buoyant eggs that were approximately 6 mm in diameter. These were laid on a hydroid-covered rock. The development period was about 7 months, and the young that emerged were approximately 2 cm in total length. An additional captive pair also exhibited mating behavior as the male repeatedly nudged the female and the pair produced a burrow under a sponge; however the male died before any mating. Two gravid female Lycodapus mandibularis were captured and laid between 23 and 46 eggs that were about 4 mm in diameter. These were released on the sandy substrate after the females moved the sand about the tank, and the eggs were negatively buoyant. These eggs were all unfertilized. Additional burrowing behavior was observed from other captive individuals, but no eggs were subsequently produced. Taken together, our observations suggest that burrowing or use of other protective structures is a reproductive behavior of central importance to zoarcids. Contrary to some earlier hypotheses, even midwater species likely return to the sediment to burrow and/or deposit eggs. This behavior means that field data regarding reproduction in this family will continue to be difficult to obtain, and the contribution of further study in laboratory situations should not be underestimated.