The Neosho madtom, Noturus placidus, is a small catfish listed by the U. S. Fish and Wildlife Service as threatened. Little is known of its breeding biology and behavior because high turbidity and flow during its spawning season prevent direct observation in the field, and captive propagation has met with limited success. We held Neosho madtoms in laboratory aquaria in 1996 and 1998 to study sexual dimorphism during breeding season, courtship and nesting behavior, egg and clutch size, and embryological and larval development. We also attempted to induce spawning. Courtship behaviors were recorded on videotape, including “carousel” and “tail curl” displays in which the fish spun in circles, head to tail, then quivered, with the male's tail wrapped around the female's head. Three clutches were observed, all in nest cavities that had been excavated by the fish under a structure; one clutch (1996) consisted of approximately 60 eggs, with a mean chorion diameter of 3.1 mm, and two (1998) consisted of approximately 30 eggs, with mean diameter of 3.7 mm. In all situations, eggs hatched after eight or nine days, and yolk-sacs were fully depleted seven days later. One spawn (1998) occurred after two days of injection with synthetic hormone. Male parental care of eggs and larvae was observed in 1996. Larvae remained in the nest until yolk-sacs were absorbed, after which they dispersed throughout the tank. Dissection of two females that laid clutches in this study revealed previtellogenic eggs in the lumen of ovaries, with a mean chorion diameter of 0.9 mm. Swollen lips of males, distended abdomen of females, and differences in head shape, premaxillary tooth patch coloring, and genital papillae of breeding males and females were documented during spawning periods.