Mask ROM cell and method of fabricating the same, is disclosed, including a semiconductor substrate of a first conductivity type, a plurality of impurity diffusion regions of a second conductivity type, formed in the semiconductor substrate in one direction, having a predetermined distance therebetween, an insulating layer formed on a portion of the semiconductor substrate, corresponding to each impurity diffusion region, a gate insulating layer formed on the semiconductor substrate, and a plurality of conductive lines formed on the gate insulating layer and insulating layer in a predetermined interval, being perpendicular to the impurity diffusion regions.