As more studies accumulate on the impact of diabetes mellitus on the central nervous system, they resound with the same conclusion - diabetes has a detrimental effect on cognition regardless of the presence of comorbidities. Less consistent however, are the specific mental processes wherein these declines are noticeable, and the structural changes that accompany these reductions in mental capacity. From global atrophy to changes in the volume of gray and white matter, to conflicting results regarding the effects of hypo- and hyperglycemic states on the development of the hippocampus, the studies display a variety of results. The goal of this research is to link the structural and compositional changes occurring in the diabetic brain with the clinical and behavioral findings highlighted in the literature, as well as to explore the potential mechanisms behind the pathologic brain state of diabetic encephalopathy. Using diabetic (OVE26) and non-diabetic wild type (FVB) mice as models, differences in the number of hippocampal neurons in the dentate gyrus, and cornu ammonis areas 1,2, and 3 were investigated through Nissl staining. Neurodegeneration was confirmed in those cells determined to be hyperchromatic in the diabetic model through staining with Fluoro-Jade C. Finally, the presence of progenitor cells in the hippocampus was compared in the diabetic and non-diabetic models using Musashi-1 antibodies, to determine whether neurogenesis in these areas is affected by diabetes. These experiments were performed to better understand the effect of DM on learning and memory, and could potentially explain the linkage between diabetes mellitus and the increased prevalence of Alzheimer’s disease, vascular dementia, and depression in this subset of the population.