The fine structure of the callus induced from epidermis of Panax ginseng leaves cultured on Murashige & Skoog medium plus kinetin 0.1mg/l, NAA 0.2mg/l and 2.4-D 0.5mg/l was observed. The cells composing callus tissue are mononucleus. Three types of cells were identified; cells with abundant cytoplasm, cells with relatively differentiated vacuoles and with numerous starch grains in the plastids and ones with highly differentiated vacuoles and with unsaturated lipid granules. Prolamellar body, plastid lamellae, plastid globules, stromacenter, fine tubules, crystal-containing body and DNA-like structures were observed in the stroma of the plastids. The chromoplasts were identified in some cells believed as the mother cells of secretory cells in secretory ducts. Curved or straight micro-fibrils of 100~150A in diameter were observed in the cytoplasm. And the characteristics of cell organelles and cell inclusions and the vacuole formation in callus tissues were discussed.