The authors have made a CD-ROM titled 'Atlas of Pathology (AP)' for medical students to understand histopathologic findings with ease. We used a 35 mm film scanner to convert an existing file into digital images. A pathologist and two professional programmers collaborated to create the program 'AtlasMaster 1.0' based on (IBM) PC for organization of previously captured digital images. Minimum system requirement for the 'AP' was Pentium II 166 MHz, 32 MB RAM, Windows 95 or 98, 800 600 resolution, 16-bit color, 20 speed CD-ROM drive. The 'AP' was composed of a execution file (Pathology_Atlas.exe), a DB file (pathology.mdb), and reference files (*.bmp, *.jpg, *.txt). The DB file contained fields for chapter, section, disease entity, and information for location of reference files. About 1,000 color images for various kinds of gross and microscopic pictures were stored in the CD-ROM and those were classified according to the chapters, sections, and disease entities. The 'AP' was easy to manipulate, and had advantages of self-learning for students. It could be applied to other fields in which many images were dealt with, such as histology, radiology, endoscopy, dermatology, and plastic surgery. The 'AP' was handy and very useful for medical students to study pathology and it would be a powerful self-learning tool.