Statement of Problem: Verrucous carcinoma (VC) is a rare type of squamous cell carcinoma (SCC). These two lesions have many biological and clinical differences and proper diagnosis of these tumors has a great influence on the patient's treatment.Purpose: The purpose of this study was to compare the expression of p53 and Bcl-2 in VC, SCC and pseudoepitheliamatos hyperplasia (PEH).Methods and Material: In this study, expressions of p53 and Bcl-2 markers in 20 samples  of  paraffin blocks of VC, 23 samples of SCC, and 22 samples of PEH were examined by immunohistochemistry method. Immunoreactiv-ity was diagnosed for p53 in the nucleus and for Bcl-2 in the cytoplasm of cells. Then, the mean percentage of the expression of p53 and Bcl-2 was compared. The collected data were analyzed, using SPSS Ver. 7.5. For statistical analysis, ANOVA and Tukey tests were used for Bcl-2, and Kruskal-Wallis was used for comparison of the markers.Result: There was a significant difference in the mean of Bcl-2 expression between the lesions which the VC was significantly lower than the others.There was also a significant difference in the mean of p53 expression between the lesions.Conclusion: p53 and Bcl-2 are two immunohistochemical markers which can be helpful in differential diagnosis of VC and SCC. Key words: Verrucous carcinoma, Squamous cell carcinoma, Psudoepithliomatous hyperplasia, Immunohistochemistry, p53, Bcl-2