To investigate the ultrastructural features of rat back skin tumor induced by 7, 12-Dimethylbenz[a]anthracene(DMBA), morphological changes during carcinogenesis were undertaken by the light and the electron microscopes. On the light microscopic levels, dysplasia was observed at the 6th week of treatment with 0.5% DMBA, hyperplasia at the 8th week, and carcinoma in sitv or invasive carcinoma at the 12th week. In addition to those characteristics, papillomatosis was observed at the 18th week. Under the electron microscopy, intercellular spaces were enlarged in the early phase. Nucleolar enlargement, the increase of free ribosomes, the condensation of tonofibrils, and the irregular arrangement of desmosomes appeared at the 6th week of application. Thereafter, the degradation of desmosomes and the discontinuity of basal lamina were characterized. And then, epidermal cell processes were protruded toward the connective tissue at the site of discontinuity of basal lamina at the 12th week. At the 14th to 18th week, DMBA-induced fibrosarcomas or papillomas were observed.