Abstract: This paper describes the origin,development and changes of follicle cells of ovary and egg envelopes in the oocytes of Silurus meridionalis Chen,collected from the Hechuan to Beibei of the Jialing River in 1991-1992.The follicle cells are originated from stromal cells of the ovary.According to the histological features,the developmental process of follicle cells can be divided into seven stages:stage of dispersal thecal cells,stage of a single layer of flat shaped thecal cells,stage of several layers of flat shaped thecal cells,stage of cuboidal granules cells,stage of cylindrical granular cells,stage of secretive and retrogressive granules cells.The micropylar cell is developed from a single,large,conical,modified follicle cell early in oogenesis.The primary envelope is originated from the oocyte itself.The secondary envelope may be deposited on the primary envelope surface and it is formed by the substances secreted from the granules cells.The function of the follicle cells and egg envelopes is discussed in this paper.