Serpentinite of the Yesan-Gongju-Cheongyang area has been formed by serpentinization of ultramafic rocks. The ultramafic rock might be composed mainly of oilvine with minor pyroxene and amphibole. Olivine has a considerably restricted chemical compositional ranging from Fo90 to Fo93. Fresh serpentinite containing large amount of oilvine is usually massive in occurrence and dark green to black in color. Serpentine minerals occur not only as major mineral of serpentinite, but also as remnants in the talc ore which was formed from serpentinite. XRD study indicates that antigorie is the most abundant serpentine mineral of the serpentinite. Serpentinite consisting of antigorite usually shows non-pseudomorphic texture, whereas that consisting of lizardite shows pseudomorphic texture. Antigorite is found along the margins or fractures of olivine grains resulting in the formation of network of magnetite which was formed at the time of serpentinization. Lizardite, subordinate constituent mineral of serpentinite, frequently shows pseudomorphic mesh-texture after olivine. The chemical differences between antigorite and lizardite/chrysotile are small, so both minerals are not easily discernible with the electron microprobe. Antigorite occuers as elongate blades, flakes, or plates forming interpenetrating texture to obliterate previous textures. SEM study also shows that most serpentine minerals occur in platy or tabular form rather than in asbestiform. Fractures formed after main serpentinization are observed within the pseudomorphic central olivine grain. Careful observation of the serpentine pseudomorphs gives a great deal of data on the pre-serpentinization nature of the serpentine pseudomorphs gives a great deal of data on the pre-serpentinization nature of the ultramafic rocks. It is inferred that the serpentinization took place after the emplacement of ultramafic body into the relatively wet environment ceased and the cooling intrusive body crossed into the stability field of serpentine. It is inferred that the final pervasive serpentinization took place over a long time, by hydrothermal water supplied through the fracture system produced during emplacement of ultramafic rock.