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OCR: TESTICLES THE TESTICLES (or testes) are egg-shaped glands that lie behind the penis, suspended within a pouch called the scrotum. At puberty they begin to function in two ways. First, they produce the male reproductive cells, or sperm. Secondly, they produce the male sex hormone testosterone, which is responsible for the development of male secondary sex characteristics such as deepening of the voice and growth of the beard. To produce sperm cells efficiently, the testes must be at a temperature that is slightly lower than that of the rest of the body.