The lining epithelium of thirty cases of calcifying odontogenic cysts (COC) was studied light microscopically. Results show two distinct types: 1. the classical highly-differentiated lining epithelium characterised by a basal layer of columnar cells with nuclear polarisation supporting suprabasally several layers of stellate reticulum-like cells and containing variable amount of ghost cells present in all the cases and a necessary criteria for the diagnosis of COC; 2. the undifferentiated lining epithelium which is of 2-3 cells to 5-8 cells thick, non-, para- or orthokeratinised and resembled reduced enamel epithelium. This is seen in some cases in some parts of the cystic lining. Variations within the highly-differentiated epithelium include spindle-cell change, epithelial pearl formation and ghost cell dominant type. In the present series, ten cases were associated with odontome formation, three with melanin pigment and one with clear cells. The study supports the concept that COC are lesions of odontogenic origin that may arise as primary lesions from the remains of the dental epithelium or secondarily from the lining epithelium of pre-existing lesions.