Twenty children with protein energy malnutrition (PEM) exhibiting skin changes, and twenty age- and sex-matched controls were subjected to a skin biopsy under local anaesthesia. Paraffin sections were made and stained with haematoxylin and eosin and also stained for collagen, elastic fibres, mucopolysaccharides, and melanin pigment, and examined. A variable degree of exaggeration of stratum corneum with atrophy of stratum granulosum and prickle cell layers was observed. An appreciable amount of melanin was found in the basal layer in all cases. There was a reduction in the collagen and associated crowding of elastic fibres. The epidermal appendages hair bulbs and hair follicles exhibited atrophy. Sweat glands did not show any changes. After recovery a variable degree of improvement or regression of the changes was observed as compared with the pre-treatment biopsies.