Bovine oocytes obtained from ovarian(2 to 5mm in diameter) of slaughtered cows were cultured in TCM 199 with 10~20% estrous-cow-serum(ECS) for 24~25hr at 39$^{circ}C$ in 5% CO2-95% air. After culture, some oocytes were examined their maturation. The remainder were used to assess the fertilizability with frozen-thawed spermatozoa in a medium containing caffeine and heparin, and subsequent development in media with bovien cumulus cells(BCC) or bovine oviduct epithelial cells(BOEC). The results obtained were summarized as follows ; 1. The maturation rate of the oocytes in TCM199 with 15% ECS group(76.5%) was higher than that of 10% ECS(69.2%) or 20% ECS group(64.8%). 2. The proportions of the oocytes penetrated and the pronuclear oocytes in the presence of caffeine and heparin were 72.1%(62/86) and 93.5%(58/62), respectively. The rate of polyspermy in the fertilized oocytes was 8.1%. 3. When 73 oocytes recovered from fertilization drop were cultured in TC-199 medium with 10% fetal calf serum(FCS), 41 oocytes(56%) cleaved to 2-cell and further stages of embryos. Among these only one embryo developed upto morula stage. 4. The rate of the cleaved oocytes was higher in medium with BCC(80%:59/74) than BOEC(76%:58/76). However, the rate of developed morulae and blastocysts was higher in the medium with BOEC(40%;23/58) than with BCC(34;20/59).