The main objective of the study is to analyze the determinants of marital fertility in Upper Egypt and determine how much of the increased total fertility rate in all Egypt is due to the higher fertility in Upper Egypt using data from Egypt Demographic and Health Surveys of 1992, 1995, 2000 and Egypt Interim Demographic and Health Survey 2003. The study used Bongaarts and Potter aggregate fertility model to estimate the Total Marital Fertility Rate (TMFR). The results show that the effect of determinants in Upper Egypt and in Egypt is the same; contraceptive use has the effect of the highest decrease while postpartum amenorrhea has the effect of highest increase. However, the decreasing effect of contraception in TMFR in Upper Egypt is greater than that in total Egypt by about 2% and the increasing effect of postpartum amenorrhea is greater by almost 4% which leads to the lower drop in TMFR in Upper Egypt than in total Egypt. The main determinants of fertility that should monopolized to achieve the replacement rate in Upper Egypt, are contraceptive use and duration of amenorrhea.  The analysis revealed that Increasing women's level of education from less than secondary to secondary or above will reduce the number of Children ever born (CEB) by more than tenth child in urban areas and less than that in rural. There is a strong negative and statistically significant effect of women's work on CEB in both urban and rural areas; however, it is stronger in urban areas.