This study was conducted to isolate and identify of Staph.aureus with its toxin from (41) sample of minced meat from different areas of Mosul city collected between April to July 2007. The positive samples to bacterial isolation reached 14.6%.In order to search the effect of bacterial toxin 0.2 ml and 0.4 ml of the toxins have been give orally and injected interperitonealy , respectively in albino mice. Histopathological changes of this toxin were described, the results showed the presence of vascular degeneration and apoptosis in hepatocyt as well as vascular and fatty degeneration in the tubercular epithelium of kidney. In the brain tissue the lesion was characterize by presence of vacuolation, gliosis and privascular odema, also the results revealed elongation and blunting of villi associated with lymphocytic proliferation in lamina properia of intestine. The histopathological changes were more severe in dose 0.4 ml as compared with 0.2 ml bacterial toxin.