Atomic force microscopy (AFM) is a powerful scanning probe technique, which is capable of imaging polymer surfaces. This technique is complementary to the scanning electron microscope (SEM) but because of the AFM's sensitivity in the z direction surfaces that are too smooth to image by SEM can easily be imaged by AFM. This study utilizes transmission electron microscopy(TEM) to image the morphology of the latex rubber particles; SEM and AFM are used to study the degree of dispensability of the latex particles in the epoxy, and the fatigue-fracture surface of the rubber modified epoxy.Core-shell latex particles were prepared with a core of poly(butadiene-styreiie) |P(B-S)| and a shell Poly(methyl methacrylate)(PMMA). In order to study the interaction between the core/shell particles and the epoxy matrix, the shell is systematically varied in terms of chemical bonding, physical interaction and the extent of these interactions by incorporating acrylonitrile(AN). glycidyl-methacrylate(GMA). and crosslinking agent divinylbenzene(DVB) of varying concentrations in the shell.