Abstract: A process is described for the formation of a naturally derived composition comprising carotenes, particularly beta-carotene, in oil. The process involves the direct oil extraction of the carotene from algae. The algae are initially harvested as a water slurry and concentrated, as by flocculation, in the slurry. The concentrated portion of the slurry is then mixed with oil and homogenized to form an oil emulsion. Direct contact of the oil and algae results in a high degree of extraction of the carotene from the algae by the oil. The water/oil emulsion is broken and the oil phase containing the carotene separated as by centrifugation and recovered. The resulting carotene/oil composition is useful as a precursor in formation of Vitamin A in human nutrition. The carotene itself may also have some use as a preventative material for certain types of cancers or in supplementation of poultry and livestock feed.