Tilapia is no longer a disease-resistant species. There is a number of bacterial and viral diseases affected tilapia and some of them are devastating. Intensive farming practices have led to increased disease incidence. Development of cell lines from various tissues of tilapia is desirable for developing cell models for in vitro study. In present study was established primary tissue culture from tilapia liver and accelerate its growth rate by using growth media containing 20% serum concentration. Rapid cells replication leads to uncontrolled cells proliferation. DNA fragmentation showed wide variation between the origin DNA of primary liver cells and replicated cells. Also, electron microscope detected morphological changes between the origin cells and replicated one. The primary cells were mutated and formed continuous cell line from hepatic tissue of tilapia fish can be used in tilapia viruses' investigation.