Potato internodal segments (INS) treated with the auxin 2,4-dichlorophenoxyacetic acid can be induced to develop somatic embryos upon their transfer to an auxin-free medium, while the continuous presence of auxin in the medium suppresses the progression of embryogenically-induced somatic cells to embryos. We have employed these contrasting pathways, in combination with potato microarrays representing circa 10,000 genes, to profile global gene expression patterns during the progression of somatic embryogenesis in potato. The induction phase, characterised by the presence of auxin, was analysed by the direct comparison of RNA isolated from freshly excised (0 days) and embryogenically induced (14 days) INS explants. RNAs from embryo-forming (withdrawal of auxin after 14 days) and embryo-inhibitory (continuous presence of auxin) conditions, isolated over a range of time-points until the emergence of somatic embryos, were compared in a loop design to identify auxin responsive genes putatively involved in the process of somatic embryogenesis. A total of 402 transcripts were found to be showing significant differential expression patterns during somatic embryogenesis 'induction' phase, 524 during 'embryo-transition' phase, while 44 transcripts were common to both phases. Functional classification of these transcripts, using Gene Ontology vocabularies (molecular and biological), revealed that a significant proportion of transcripts were involved in processes which are more relevant to somatic embryogenesis such as apoptosis, development, reproduction, stress and signal transduction. This is the first study profiling global gene expression patterns during true somatic embryogenesis initiated from mature and completely differentiated explants and has enabled the description of stage-specific expression patterns of a large number of genes during potato somatic embryogenesis (PSE). The significance of the key identified genes during critical stages of somatic embryogenesis is discussed.