In this paper, development of embedded system based on Windows CE 5.0 which released recently is studied. Embedded softwares for the target board using S3C2410A SOC based on ARM920T core are composed of (1) BSP(Board Support Package) contains an OAL(OEM Adaptation Layer) which includes a boot loader for initializing and customizing target hardware, device drivers, and a corresponding set of configuration files (2) Windows CE 5.0 kernel (3) SDK and MP3 test application. Particularly, PB(Platform Builder) provides the efficient functions to build, test and debug the BSP and CE kernel. It is looked forward to being widely spread that Windows CE 5.0 will be utilized at smart devices such as PMP, CNS and DMB phone which inevitably require a display device.