The objective of this study was to investigate the effects of thiol compounds with bovine oviduct epithlial crlls(BOEC) co culture on development and intracellular glutathione(GSH) concentrations of bovine embryos derived from IVM /IVF oocytes. In experiment 1 and 2, embryos developed to 2~8 cell stage after in vitro fertilization were co-cultured with BOEC in CR$_1$aa with or without $eta$-mercaptoethanol($eta$-ME) and cysteamine. The percentage of embryos that developed to morulae and blastocysts in 0,10, 25 and 5O$pi$M $eta$-ME with BOEC was 48.1, 64.0, 72.9 and 75.9%, respectively. Twenty-five and 5O$pi$M $eta$-ME groups were significantly higher than in 0 and 1O$pi$M $eta$- -ME groups(P<O.O5). And the proportion of embryos that developed to molurae and blastocysts in 0, 25, 50 and 75$pi$M cysteamine with BOEC was 50.0, 53.2, 72.0 and 66.7%, respectively. Fifty $pi$M cysteamine group was significantly higher than any other groups (P<O.O5). In experiment 3 and 4, the intracellular GSH concentrations of blastocyst embryos in CR$_4$aa with 0 and 5O$pi$M $eta$-ME or cysteamine were 68.5, 77.8, 78.7 and 80.0pM, respectively. Fifty $pi$M $eta$-ME group was significantly higher than that of control(P<0.05), but cysteamine group was not. Cell numbers of blastocysts were not difference in all experimental groups. These experiments indicate that $eta$-ME and cysteamine with BOEC co-culture can affect the development and intracellular GSH concentrations of bovine embryos produced by IVM /IVF docytes.