We evaluated the acute toxicity effects of lanthanum (La(III)) on gill and liver of rare minnow (Gobiocypris rarus). The median lethal concentration of La (III) at 96 h was 1.92 mg L-1. Rare minnow were reared in freshwater and exposed to 0.04, 0.08, 0.16, 0.32 and 0.80 mg L-1 La (III) for 21 d. Gill and liver samples were analyzed by light microscopy. The main histopathological changes induced by La (III) in gills were epithelial lifting, filamentary epithelial proliferation,edema, lamellar fusion, desquamation, and necrosis. Histopathological changes induced by La (III) in the liver included dilation of sinusoids, focal congestion, pyknotic nuclei, karyohexis and karyolysis, vacuolar degeneration, and numerous necrosis areas. Hypsometric analysis indicated significant changes in the measures of gill dimensions (average length, width, area), suggesting metabolic disturbance (gas exchange) upon La (III) exposure. The result showed that La (III) severely affects fish gill and liver.