Samples of liver from eight children who died from malnutrition with its complications were studied by electron microscopy. Specimens were taken within one hour of death. These tissues had changes consistent with severe terminal illness, including mitochondrial swelling, with loss of matrix granules, disorganization of cristae, and evidence of calcium influx. Glycogen tended to be scanty. Lipid droplets were frequent. Endoplasmic membranes were depleted, and focal cytoplasmic degradation was frequent. Intracanalicular cholestasis was striking in four cases with loss of microvilli. Peroxisomes were depleted. This may be significant as peroxisomes are pivotal in the processing of very long-chain fatty acids, in cholic acid metabolism and in elimination of free radicals. The observations were compared with previous reports in the literature, and with seven biopsies taken in 1970 from malnourished children who recovered. One, obtained on the fourth day, from a child with marasmus, showed atrophy of cellular organelles. The other samples were biopsied during the recovery phase, and displayed considerable restoration to normal morphology. Mitochondria had prominent matrix granules. Peroxisomes were frequently seen. There was no evidence of cholestasis.