Objective To establish a hypoxia amimal model with different exposed periods and severe intermittent hypoxia and to explore effects of severe intermittent hypoxia on learning and memory function in rats.Methods Male Wistar rats(n=48) were randomly divided into chronic intermittent hypoxia group and control group.The 5% hypoxia models was made with hypoxia box.AT 2,4,6,and 8 weeks after hypoxia,the morphologic changes of neuron were observed with HE staining.The learning and memory ability of the rats were assessed with Morris water maze.Results Compared with the control group,neuronal morphologic structure in the hypoxia group was damaged significantly.The survival neuronal density was decreased with prolonged hypoxia(13.18 ± 2.18).The mean of escaping latency period was 49.17±8.87,58.47±6.98,65.15±7.44,and 68.42±7.91 seconds at 2,4,6,and 8 weeks in intermittent hypoxia group,which was decreased with prolonged hypoxia(P0.5).Conclusion Intermittent hypoxia can cause nerve cell damage and learning-memory dysfunction.The damage increases with the prolonged intermittent hypoxia.