Objective. To investigate whether Flk1＋CD31-CD34-cells islated from fetal bone marrow (BM) have characteristies of hemanghioblasts, i. e., progenitors of endothlial and hemato-poietic cells. Materials and Methods. Mononuclear cells from fetal BM were negatively sorted by CD45, Gly A, and Cd34 micromagnetic beads, then cultured to form cell colonies. Asingle colony was harvested. Culture-expanded cells were seeded on ECM gel or semisolid media supplemented with endothelial and hematopoietic trowth factors, respectively. Immuno-chemistry staining and RT-PCR were performed for cell characterization. Results. 99% of cells from the single colony maintained Flk1＋and CD31/CD34-during passaging. On ECM gel, Flk1＋CD31－CD34－cells could grow into vascular structure that was positive for CD31 and v WF. Tgere were round CD34＋cells around the vascular structure. When angiogenesis inhibitor suramin was added before tube formation, formation of vascular structure was blocked, Additionally, Flk1＋CD31-CD34-cells cultured on hematopietic condition could differentiate into hematopoietic cells which expressed GATA-1, 2, and γ, β globin gene. After being replated in methylcellulose medium. they formed typical erythroid colonies. Conclusions. Flk1＋CD31-CD34-cells derived from fetal BM could differentiate into endothelial and hematopoietic cells The rresults suggested that these Flk1＋CD31-CD34-cells after embryo stage bear characteristies of hemangioblast and mayhave potential application for the hematopoietic and vascular diseases.