The fleshy leaves were used as materials for induction and proliferation somatic embryonic callus and plant regeneration. The morphological and histological characteristics of granular embryonic callus were studied by light microscopy using Spuur resin section. The results showed that the yellowish and granular embryonic callus was induced on modified MS medium were supplemented with 1.5 mg/L 6-BA and 0.5 mg/L IAA, the highest induction ratio was 66.7%. The highest proliferation net weight (14.73 g) was presented at modified MS medium were added 1.5 mg/L 6-BA an d 0.4 mg/L IAA. Milky white globular or heat shape somatic embryo was differentiated from calls that originate d from outer or inner-epidermis, the embryonic callus was composed of cells with big nuclear, vigorous division and containing starch granules. The inner embryonic cell clusters showed spiral or oval shapes. These structures were further developed to somatic embryos, which were transformed to complete clumps of small plants from the surface of callus. Healthy developed seedlings rooted on MMS+ 0.1mg/L IAA. This research provides technical support for the rapid propagation and molecular breeding of Haworthia cooperivar.