The present invention provides a herbicide-tolerant transgenic plant producing Protox(protoporphyrinogen oxidase) which gives the plant a resistance against DPE(diphenylether) -derived herbicide, and a process for preparing the same. The process for preparing a herbicide-tolerant transgenic plant comprises the step of culturing plant cells transformed with a recombinant expression vector containing Protox gene. The transgenic plant of the invention possesses a resistance against DPE-derived herbicide with the help of recombinant Protox. Accordingly, the process for preparing the herbicide-tolerant transgenic plant of the invention, can be applied for the preparation of a variety of plants which are protected from the phytotoxicity of DPE-derived herbicide by way of introducing proper recombinant expression vectors containing Protox gene. <IMAGE>