D-panthenol microcapsules, widely used for topical cosmetic applications, were prepared by interfacial cross-linking protein with terephthaloyl chloride (TC). Factors affecting microcapsule formation such as types of proteins, concentrations of proteins, concentrations of cross-linking agent and stirring rate were investigated. Bovine serum albumin, ovalbumin and gelatin were studied. Microcapsules obtained from bovine serum albumin and ovalbumin were spherical with smooth surface while gelatin could not be retained as microcapsules. Bovine serum albumin (BSA) was selected for preparation of BSA-TC microcapsules. An increase in concentration of BSA increased the yield of microcapsules with a maximum at 70% when 20% w/v BSA and 5% w/v TC were used. The mean range of microcapsules diameter was between 91-377Um. When the stirring rate was increased to 11000 rpm, microcapsules became smaller with an average of 30 Um decrease in sizes. The condition for preparation of BSA-TC walled D-panthenol microcapsules was studied by varying concentrations of D-panthenol and BSA. It was found tha D-panthenol loading affected the physical appearances of microcapsules. The shape of BSA-TC walled D-panthenol microcapsules obtained was irregular with rough surface. However, they were stable and free flowing upon drying. The diameter was between 349-660 Um. The microcapsules yield was 80-90% and the highest entrapment of D-panthenol was 68.2% when D-panthenol was added at 13.3% w/v in 20% w/v in 20% bovine serum albumin solution.