Underwater sounds of some fishes and crabs were analyzed in the laboratory. The behavioral responses to the playback sounds of their feeding and croaking sound were investigated. The samples used in the experiment were as follows: Nibea albiflora, seriola quinqueradiata, Navodon modestus, Fugu xanthopterus, chrysophrys major, Scylla serrata, Telmessus acutidens, Charybdis japonica, and Portunus trituberculatus. The feeding and croaking sounds of the samples were recorded by a tape recorder through a hydrophone in an anechoic aquarium. The sound intensity level was measured by means of a sound level meter at an anechoic chamber. The frequency, intensity and wave form of various sounds were analyzed with an analyzing system consisting of a 1/3 octave filter set, a high speed level recorder, an amplifier, an octave band analyzer and an oscilloscope. The most successful recording was edited into a sequence of sound track which repeats sound emitting for 5 to 7 seconds after pausing for 5 to 7 seconds. The sequence was then reproduced into an anechoic aquarium through the under water speaker. The experimental anechoic aquarium used for the sample fishes was divided into the four sections with any three screens selected from 40$\times$40mm, 60$\times$60mm, 80$\times$80mm and 100$\times$100mm mushes according to the species of the fishes, besides that for crabs were not sectioned. The results of the investigation are as follows: 1. Of the feeding sound of fish, the frequency of wave from of the sound produced by Nibea albiflora and seriola quinqucradiata was 125～250Hz, that by Navodon modestus 63～125Hz, and that by Fugu xanthopterus 400～500Hz. The pressure level of the feeding sound produced by Nibea albiflora and Seriola quinqueradiata was 56～62db, that by Navodon modestus 57～59db, and that by Fugu xanthopterus 60～64db. 2. Of the croaking sound of Nibea albiflora, the frequency of the sound was 125～250Hz almost equivalent to that of feeding sound, and the pressure level was 62～63db, slightly higher than that of feeding sound. 3. Of the croaking sounds of crabs, the frequency of the sound produced by scylla serrata was 125～250Hz, that by Charybdis japonica and Telmessus acutidens 500～1,000Hz, and that by Portunus trituberculatus 250～500Hz. The pressure level of the croaking sound by Scylla serrata was 68～70db, and that by Charybdis japonica, Telmessus acutidens and Portuens trituberculatus 50～62db. 4. Phonotactic responses of Nibea albiflora and Seriola quinqueradiata to the feeding sounds produced by their own species, the same body length were conspicuous with the phonotactic index of 56～87%, but that of Navodon modestus, Chrysophrys major and Fugu xanthopterus were hardly recognized. 5. Phonotactic responses of the sample fishes to the sinusoidal sound with the frequency range of 50 to 9,000 Hz were observed not conspicuous. 6. Phonotactic responses of Portunus trituberculatus to the croaking sounds produced by their own species was varied in the range of 40～100%, according to the carapace length and the sex.