An outbreak of Brachiaria decumbens poisoning in goats in the state of Mato Grosso do Sul, Brazil, is described. Out of a herd of about 1,000 goats, seven goats died after showing photosensitivity (3 out 7 goats) and icterus (4/7). Other clinical signs included lethargy, dehydration and weight loss (7/7). At necropsy there was either hepatomegaly or liver atrophy; orange, yellow or gray discoloration -were observed in the liver of six goats. Two had accentuation of lobular pattern and punctate, linear or stellar fibrous depressions were randomly distributedover the capsular surface. Macroscopic changesattributedto liver failure consisting of hydropericardium (2/7) and ascites (2/7) were observed. Histologically, there was accumulation of refringent crystals in the bile ducts and infiltration of foamy macrophages in the liver of all goats. Foamy macrophages were also present in the hepatic and mesenteric lymph nodes of two goats. The diagnosis of B. decumbens poisoning was based on epidemiology, clinical signs, necropsy findings and histopathology.