The effects of Cu and Cd at their at their low concentrations (80microg/g diet) on the morphology and ultrastructure of the midgut and Malpighian tubules of Boettcherisca peregrina larvae were observed by light and transmission electron microscopy. After exposure to both metals, the midgut got darker, shorter, and thicker than in control, and many strumae occurred on the surface of the midgut. Similarly, Malpighian tubules got shorter and thinner. Ultrastructural alterations in the midgut included mitochondrial condensation, swelling, and lysis. The rough endoplasmic reticulum (rER) showed dilation and vesiculation. The microvilli were shortened and disorganized. The stored glycogens increased and many mineral spherites appeared along with lipid droplets decreased. Ultrastructural alterations observed in the Malpighian tubules included rER vesiculation and mitochondria swelling with loss of cristae. Shortened and disordered microvilli, increased numbers of large hydropic vacuoles, and mineral spherites were also observed.