The midgut epithelium of Indian honey bee Apis cerana indica is consist of digestive cells and small regenerative cells. The regenerative cells are placed in the nests scattered among the digestive cells. During metamorphosis the midgut of Apis cerana indica is remodeled. The larval midgut epithelium and muscular sheath digested partially at the end of larval period and thrown out in the form of debris in the lumen. The new epithelium is formed by the proliferation of the regenerative cells and during pupation reorganization of midgut layer occurs. The ultrastuctural studies shows that the regenerative cells are in contact with degenerative cells by the cytoplasmic extension which have many septed and gap junctions in the fifth instar larvae. In developing pupae reorganization of the midgut epithelium is continued whereas in the pharate adult the midgut wall shows, characteristic of adult midgut epithelium with pycnotic nuclei in some cells.