The goal of the present study was to evaluate some trace element concentrations and the activity of antioxidant systems in ill-thrift calves. A total number of (52) buffalo-calf was subjected to study. Out of them, (37) buffalo-calves had poor coat, poor general body condition score which constituted the ill-thrift group. The remained animals (15) were clinically healthy and kept as control group. Complete blood picture, trace elements profile, serum calcium , phosphorus & magnesium , blood urea nitrogen (BUN) , creatinine , some liver function parameters and total antioxidants capacity were evaluated. Results showed a significant reduction in the blood serum concentration of copper, cobalt, iron, selenium and zinc associated with normocytic normochromic anemia. Also a significant reduction in the activity of total antioxidants value was evident in ill-thrift calves. While levels of serum calcium , phosphorus & magnesium ,blood urea nitrogen , creatinine and liver function parameters showed non - significant changes. In conclusion, a state of sub-optimal growth (ill-thrift) in buffalo-calves was largely attributed to trace element deficiency, in particular copper, cobalt, iron, selenium and zinc deficiency that may cause reduction in the total antioxidant capacity, with a lower ability to reduce oxidative compounds.