The goal of researching a proper crowd animation is to design system that is satisfied with the reality of scenes, performance of system, and interaction with users to show the crowd vividly and effectively in virtual underwater world. In this paper, we smartly expressed the behavior patterns for flocks of fish in virtual underwater and we made up for the weak points in spending time and cost to produce crowd animation. We compared with the number of mesh, the number of fish, the number of frame, elapsed time, and resolution and analyzes them with the fish behavior simulating system. We developed a virtual underwater simulator using this system.