Proteolytic activity increased in brain, gastrocnemius muscle and liver of frog due toHeterometrus fulvipes envenomation. Structural protein content decreased and soluble protein content increased in experimental muscle (EM) and the change of these in contralateral muscle (CM), brain and liver was insignificant. Total free amino acid level decreased in EM and increased in CM, brain and liver. Ammonia level increased significantly in all the three tissues while urea content decreased. All these changes were maximum around 24 hr after envenomation and thereafter tended towards normalcy except in EM where there was no tendency towards normal level.