Elephant-grass is known as a great feed to dairy and beef cattle at tropical regions. Its agricultural aspects have been very observed. However, its botanical, mainly anatomical characteristics, are few studied. The objective of this work was to investigate the anatomical changes occurred in leaves (leaf blades and sheaths) of three elephant-grass cultivars (Pennisetum purpureum Schum. cultivar Roxo, EMPASC 307 Testo and EMPASC 309 Areia) at three stages of physiological maturity (4, 8 and 16 weeks after sprouting). In general, the three cultivars presented similar anatomy. A unique feature, the presence of aerenchyma was found in the leaf sheath of all three cultivars, at the second harvest (a weeks).