The development of the ileal Peyer's patches (ilPP) and follicle associated epithelium (FAE) was examined in 30 bovine foetuses ranging from 73 to 271 days of gestation by light and transmission electron microscopic methods. The first primordial ilPP was encountered in the foetus at 164 days of gestation The ilPP were found to have been formed from the aggregation of lymph follicles in the foetus at 227 days of gestation whereas in the foetus at 271 days of gestation the follicular development was observed to have been completed. While the cells in the FAE in the foetus at 164 days of gestation and those older were cuboidal, those of the foetus at 271 days of gestation were columnar. As from the foetus at 227 days of gestation, however, the FAE was found to be composed of uniform lymphoepithelial cells with an increase in the number of intraepithelial leukocytes. In the early stages, whereas the apical surfaces of the FAE cells appeared shorter with microfolds, with advancing age the apical surfaces of the FAE cells were observed to be heterogeneous. Our results suggest that bovine ilPP and FAE cells are histologically and functionally mature before birth.