Abstract:The fetus, placenta and mother constitute a triad of contributors to pregnancy outcome. Whenpregnancy is complicated by a medical problem like, diabetes mellitus which affects maternal health,architecture and functions of the placenta may even jeopardize the fetal normalcy. The placenta being thebridge between maternal and fetal activities, considered as a window through which maternal dysfunctionsand their impacts on fetal well being can be understood.The aim of this research isstudying the pathological changes of placentae of women with gestational diabetes mellitus and tocompare the results with normal pregnancies. Methods: It was an observational study conducted in Zagazig University hospitals, 20 placentaefrom pregnant women clinically diagnosed with gestational diabetes mellitus (GDM) controlled only with diet and life style modificationsand another 20 placentaefrom pregnant women clinically diagnosed with gestational diabetes mellitus (GDM) controlled with insulin and 20 placentae fromuncomplicated normal pregnant womenwere collected from labour room and operation theatre of departmentof obstetrics and gynaecology. Confirmedgestational diabetic caseswere selected purposively from gestational diabetes clinic of endocrinology unit while controls were taken sequentially. Pathologic features of each placentawere recorded in histopathology department. Results:The results showed that placental weight, diameter, surface area and central thickness from diabetic mothers controlled with insulin were significantly more than diabetic mothers controlled only by diet or mothers of normal uncomplicatedpregnancies, while no significant differences were observed in shape and site of umbilical cord insertion.The terminal villi in placentae of GDM controlled by insulin showed a significant varying degreeof changes like, the increased number of syncytial knots, villous edema and fibrinoid necrosis however, these changes were very minimal in cases of GDM treated only with diet and controlled without need of insulin. Conclusion:The placentae ofwomenwith gestational diabetesmellitus treated with insulin even controlled showsignificant variation in gross morphology and light microscopy thatcan be associated with impaired function ofplacenta, leading to possible adverse perinataloutcome. In the other hand, the placentae ofwomenwith gestational diabetesmellitus controlled with diet alone showed minimal changes with no significant differences from normal uncomplicated pregnancy. Control of GDM or better prevention by education, diet, optimum weight control and life style modifications should be strictly encouraged and insulin use should be the last resort.