Sperm ejaculated by 8 beagle dogs and the cumuli oophori collected from 3 estrous beagle bitches were co-incubated, and penetration of the sperm into cumuli was observed to investigate the influence of cumuli on homologous sperm. The percentages of hyperactivated sperm and acrosome-reacted sperm were calculated after incubation with homogenized cumuli. The hyaluronic acid content of the incubated cumuli was measured, and hyperactivation and the acrosome reaction of the sperm were evaluated in medium containing hyaluronic acid. The mean percentage of hyperactivated sperm (33.0%) and number (3.0) of sperm that had penetrated a cumulus among sperm incubated for 7 hr were significantly higher than the values for sperm incubated for 0.5 hr (P<0.01). Almost all sperm that had penetrated the cumuli had intact acrosome, as though they were hyperactivated. The percentages of motile sperm (77.3%) and hyperactivated sperm (23.6%) after 2 hr incubation in the medium containing homogenized cumuli were significantly higher than in control medium (P<0.01), but there was no difference between cumulus and control media in the percentages of acrosome-reacted sperm. The hyaluronic acid content of a cumulus increased after 24 hr incubation. After 2 and 4 hr of incubation the percentages of hyperactivated sperm in the medium containing hyaluronic acid were significantly higher than in the control medium (P<0.01). These results suggest that canine hyperactivated sperm with intact acrosome can penetrate homologous cumuli and that the sperm are able to pass through the cumulus because the hyperactivated movement is maintained by hyaluronic acid secreted by the cumulus cells.