A natural outbreak of Bovine Ephemeral Fever in Egypt during the summer of 2006 had been observed. In Beni Suef province, out of 70 cattle naturally infected with bovine ephemeral fever virus, three fattening calves suffered from subcutaneous emphysema died and were subjected to post-mortem examination. The findings revealed severe subcutaneous emphysema, interstitial and pulmonary emphysema. The serous membranes were thick, opaque and emphysematous. Microscopically, interstitial and pulmonary emphysema was prominent in most lobes of the examined lungs accompanied with pulmonary oedema and focal leucocytic aggregations in some areas. Angiopathy was demonstrated in all cases. The bronchial and mediastinal lymph nodes showed congestion and hemorrhages. Immunohistochemically, specific reaction for Bovine Ephemeral Fever virus was demonstrated in the lung and lymph nodes of the three cases; the pathogenesis of the disease was discussed.