This study aims to demonstrate the effect of chitosan, one of the natural chelator, on the ultrastructural changes in the mouse liver caused by cadmium. A total of 60 healthy ICR that weighted 30 gm $({pm}2gm)$ was used for experiment. The experimental group was divided into three groups; group A, B, and C. The group A and B administrated cadmium (4.0 mg/kg) to the intraperitoneal after pretreated with chitosan (0.5% solution) for 30 and 7 days, respectively. Each group was observed at 12, 24, 48, 72 hours and one week after injected cadmium. The results were as follows: 1. Group A The nuclear membrane and the chromatin were normal shapes at overall the time. The inner and outer membranes of the mitochondria damaged a little but almost normal in shapes. And electron-density showed slightly compacted. some enlarged rER (rough endoplasmic reticulum) showed at 12 hours. At 48 hours, typical lamellae of the rER were reformed, and a lot of transvesicles observed around them. To 48 hours, sER (smooth endoplasmic reticulum) was slightly dilated. From 72 hours, sER rehalizated in normal shape. 2. Group B Nuclear membranes were rounded-shape and chromatin showed evenly. To 72 hours, a lot of mitochondria observed around rER and development of cristae showed weakly. But at one week, cristae were clear and electron-density of matrix showed high. At 72 hours lamellae of rER showed some broken, but were reformed at one week. Also at one week, glycogen granules evenly showed over cytoplasm. 3. Group C At 12 hours, Nucleus showed the condensation of nuclear membrane and clear condensation at 24 hours. However, nuclear membrane had a slightly rounded-shape from 72 hours. From 12 hours to the one week, mitochondria showed the dilation of inner cavity and weak development of cristae. Also electron-density of matrix was a little low. Occasionally, destruction of inner and outer membrane observed at one week. The dilation of cisternae and destruction of lamellae of rER showed from 12 to 48 hours. From 72 hours, rER showed slightly dilated only. And lamella observed at one week. In sER, dilation of inner cavity was observed during whole period. These results suggest that chitosan attenuates the toxic effect of the cadmium in the mouse liver.