Abstract: The compositions and textural relationships of the oxide minerals zirconolite, pyrochlore and baddeleyite are described. These occur as accessory minerals, often intergrown with each other, from a phoscorite rock associated with the Kovdor carbonatite complex. Both the zirconolite and baddeleyite have relatively high concentrations of Nb and Ta; the pyrochlore is rich in U and Ta. Backscattered electron images, coupled with detailed microprobe analyses, reveal complex compositional zoning in zirconolite and pyrochlore which reflect changes in the fluid composition during growth of these minerals. A comparison is made of incompatible element ratios Zr/Hf, Nb/Ta and Th/U between the three accessory minerals.