The digestive system of five specimens of the megrim, Lepidorhombus whiffiagonis W., from the southern part of the Adriatic Sea, were analysed histologically, using hematoxylin - eosin and Alcian blue - PAS methods. The paraffin sections of oesophagus, stomach, intestines, liver, gallbladder and pancreas have been stained with a hematoxylin - eosin technique in order to distinguish the main histological features of the digestive system. The wall of oesophagus and stomach fundus is formed by four distinctive layers: the mucosa, the submucosa, the muscular and the outer layer. The wall of stomach pylorus, intestines and gallbladder consist of three distinctive layers: mucosa, muscular layer and outer layer. The mucosa is the innermost layer, which usually consisted of three different layers: epithelium, lamina propria and lamina muscularis mucosae. The submucosa is a layer of connective tissue with blood vessels and nerve fibres, and it was not seen in the intestines and gallbladder. In the stomach fundus the inner muscular layer consisted of longitudinally arranged, while the outer layer consisted of obliquely arranged muscle fibres. In the anterior intestine, muscle layer is formed of the inner circular and outer longitudinal muscular layer. In the posterior intestine, the arrangement of these layers is reversed. The muscular layer of the oesophagus, stomach pylorus and gallbladder is formed of one circular muscle layer. The muscular layer of oesophagus consists striated muscles, and rest of the digestive tube consists of smooth muscules. The outermost layer of the upper parts of the digestive tube and gallbladder is tunica adventitia, consisting of connective tissue. In the caudal parts of digestive tract, this layer is replaced by tunica serosa. The liver consists of hepatocytes that are surrounded by a mass of fat-storing cells. The arrays of hepatocytes are separated by a system of sinusoidal capillaries. The pancreas consists of serous acini. The present study is the first record of megrim digestive tract histology, suggesting that its histological features are mostly similar to those of other carnivorous fish and according to its feeding habits.