Abstract: When enveloping educational courseware, the structure and sequence of learning experience is concerned. So, IMS and SCORM have proposed their sequence and navigation of E-learning content package in E-learning, but these models are insufficient for adaptive and efficient learning because these models can not consider the structure of a subject matter�s knowledge but only express the educational activities of student. If E-learning would be designed based on the structure of learning content�s knowledge, this content will be more adaptable for learners. So, we present a knowledge model for subject matter in E-learning using ontology. We proposed the formal knowledge model by ontology and E-learning Management System architecture, which consisted of educational materials, learner�s profiles, ontology model of subject matter�s knowledge and learning sequence model. This ontology model includes, the structure of subject matter with some related valuable information between educational materials.