The Spiro sand is a laterally extensive thin sandstone of earliest Atokan (Pennsylvanian) age that forms a major natural gas reservoir in the western Arkoma Basin, Oklahoma. Petrographic analysis reveals a variety of diagenetic alterations, the majority of which occurred during moderate to deep burial. Early diagenetic processes include calcite cementation and the formation of Fe-clay mineral peloids and coatings around quartz framework grains. These clays, which underwent transformation to well-crystallized chamosite [polytype Ib(?? = 90??)] on burial, are particularly abundant in medium-grained channel sandstones, whereas illitic clays are predominant in fine-grained interchannel sandstones. Subsequent to mechanical compaction, saddle ankerite precipitated in the reservoir at temperatures in excess of 70??C. Crude oil collected in favourable structural locations during and after ankeritization. Whereas hydrocarbons apparently halted inorganic diagenesis in oil-saturated zones, cementation continued in the underlying water-saturated zones. As reservoir temperatures increased further, hydrocarbons were cracked and a solid pyrobitumen residue remained in the reservoir. At temperatures exceeding ???140-150??C, non-syntaxial quartz cement, ferroan calcite and traces of dickite(?) locally reduced the reservoir quality. Local secondary porosity was created by carbonate cement dissolution. This alteration post-dated hydrocarbon emplacement and is probably related to late-stage infiltration of freshwater along 'leaky' faults. The study shows that the Spiro sandstone locally retained excellent porosities despite deep burial and thermal conditions that correspond to the zone of incipient very low grade metamorphism.