The flame retardant and thermal properties of ortho-cresol novolac (OCN) and biphenyl epoxy blends containing red-phosphorus were investigated. For five types of compounds designed with the volume ratio of OCN and biphenyl epoxy, thermal properties were analysed by TGA or DTC, and flame retardancy effectiveness was estimated through UL-94V test. While the flame retardant and thermal properties were improved with the content of filler and red-phosphorus, the excessive amount of red-phosphorus caused to deteriorate those properties. Using the blends of OCN/biphenyl rather than pure OCN or biphenyl epoxy as a matrix the flame retardancy of composites could be improved by the synergic effects of high thermal resistance of OCN and intumescent property of biphenyl. The flame retardant me chanism of epoxy compound containing red-phosphorus could be thought of the heat-insulating effect of intumescent char-layer formed in the surface of composites.