Background: Perinatal asphyxia has been defined as the lack of oxygen that occurs either before, during, or after birth. Many studies in recent past have suggested that an increased number of nucleated red blood cells (NRBC) in umbilical cord blood may be a useful marker to identify birth asphyxia. Objective: To find out the relationship between meconium-stained amniotic fluid and NRBC in umbilical cord blood. Patients and Methods: This was a comparative cross-section study, which was carried out at Obstetrics and Gynecology Department, Zagazig University Hospitals on 54 cases divided into 2 groups: (Group 1): included 27 pregnant females with meconium-stained amniotic fluid who gave birth to neonates (male 15 and female12) showing criteria of perinatal asphyxia, (Group 2): included 27 pregnant females with clear amniotic fluid who gave birth to neonate's apparently healthy full-term (male17 and female10) as control group with no obstetrical problems. Results: There was no statistically significant difference between case and control groups in basic characteristics or obstetric history. NRBC's/100 WBCs and lactate were highly significantly increased in group 1. The mean value of lactate was increasing in relation to stage of hypoxic ischemic encephalopathy (HIE). Conclusion: There was a strong correlation between markers of acute asphyxia (i.e., umbilical artery blood nucleated red blood cells and lactate,) and meconium-stained liquor cases. These markers were significantly elevated in newborns with meconium-stained amniotic fluid.