Testicular spermatozoa are functionally immature in that they cannot fertilize ova. It was first demonstrated by Young that spermatozoa undergo certain changes as they migrate through the epididymis. He proposed that spermatozoa ripen during epididymal transit. It is now known that specific maturational changes occur in spermatozoa during epididymal transit which result in their developing the ability to fertilize ova. Concomitant with this functional maturity are changes in spermatozoal morphology, motility, chemistry, permeability, density and metabolism. It is apparent that in some way not understood these changes are necessary for sperm to achieve the ability to complete the fertilization process. When these mechanisms are understood, we may be able to effectively treat conditions such as necrospermia or abnormally low sperm motility. Furthermore, with the development of the hamster-egg penetration test a "new" type of male infertility has become evident in recent years; the inability of otherwise normal sperm to penetrate an ovum. It is during epididymal transit that this ability is normally acquired. Thus, any insight into how sperm attain the capacity to penetrate an ovum could lead to an effective treatment of patients whose sperm do not have this ability. In addition, the epididymis holds significant promise as the site of action for a male contraceptive. Thus, it is the purpose of this review to describe the structure and function of the mammalian epididymis with particular emphasis on the factors regulating sperm maturation.