A 56-year-old male was admitted to our hospital with lymphocytosis (16.4 X 109/l; 79% lymphocytes including 50% small lymphocytes), generalized lymphadenopathy, massive spleno megaly, and heavily infiltrated bone marrow. Immunophenotype analysis of the neoplastic cells in the bone marrow revealed that they were B cells (CD20+CD19+Ial+sIgM+) positive for CD10. By contrast, the cells in the lymph node were CD20+CD19+Ial+sIgM+ but negative for CD10. The patient was tentatively diagnosed as having lymphosarcoma cell lymphoma, however, the final diagnosis was leukemic phase of intermediate lymphocytic lymphoma. We concluded that CD10+ neoplastic cells in the bone marrow and peripheral blood had dif ferentiated to CD10-cells. (Internal Medicine 31: 553-556, 1992)