Aim. Intravital video microscopy of cells is a highly informative approach to the study of cell cultures. Often, this method allows refining and complementing the data obtained by researchers at the visual study of living cultures or fixed preparations. The main problem of the long intravital video microscopy is the maintenance of cell activity. To solve this problem, video-computer "Tsitomir" has been developed. Methods. During cultivation the images of the cell culture areas (from one to several hundred) specified by researcher are captured at regular intervals (time-lapse method of photography). A motorized sample stage allows moving the culture vessel with the joystick, as well as to scan the specified cell culture sites automatically. Results. In our investigations, we studied such processes as cell division, death, differentiation, motility and massive changes of cell cultures associated with cancerous transformation, including abnormal morphological changes and cell aggregation. The effectiveness of the intravital cell microscopy use to test the anti-cancer drugs is shown as well. Conclusions. Opportunities of video-complex enable its use in biomedical research, in the development of cell technologies, the study of the action of pharmacological agents and sanitary-hygienic regulation of chemicals in the cell assay systems. Obtained through "Tsitomir" photos and videos can also be used as educational material for students of biological, medical and agricultural universities.Keywords: cell culture, intravital videomicroscopy, differentiation, proliferation, anti-cancer protection.