A case of prolymhocytic leukemia, a rare variant of chronic lymphocytic leukemia, was reported with autopsy findings. The patient was a 65-year-old woman who was chinically characterized by huge splenomegaly, mid lymphadenopathy and red skin eruption due to leukemic cell infiltration. The leukemic cellls in the peripheral blood and in the bone marrow had pale bluish cytoplasm and one large prominent nucleolus. Transmission electron microscopy also revealed a chromatin structure intermediate between that of a mature lymphocyte and that of a lymphoblast. Surfase maker studies suggested T-cell origin. Irradia tion to the spleen and chemotherapy with cyclophosphamide. And vincristine failed to induce remission.