Ovine lipomatosis was observed in a herd of native breed of sheep. The herd was raised in area adjacent to the desert and kept for milk production, while rams used for fattening purpose on the other hand, the herd also used for wool production. The owner paid our attention that the herd showed clinical signs in the form expressed by emaciation, loss of body condition, drop of milk yield from lactating ewes, and reproductive imperformance. Tracing the history of the herd, animals raised and kept on the rest of different typed of maise, wheat and growing grass. While, drinking water was artisan water. Selected cases of the herd were used for further biochemical analysis of some indices reflecting the fat metabolism on the other hand some cases were slaughtered for post-mortem changes. Biochemical indices included total lipids, Triglycerides phospholipids and serum selenium. Postmortem findings showed massive amount of omental adipose tissues with lumpish lesions, and massive fat depot showing lumpish lesion of calcification in mesenteric fat too. Biochemical analysis indicated that there is a marked changes in total lipidis triglycerides, phospholipids and selenium.