In this paper, we propose an instruction encoding scheme to reduce power consumption of instruction ROMs. The power consumption of the instruction ROM strongly depends on the switching activity of bit-lines due to their large load capacitance. In our approach, the binary-patterns to be assigned as op-codes are determined based on the frequency of instructions in order to reduce the number of bit-line dis-charging. Simulation results show that our approach can reduce 40% of bit-line switchings from a conventional organization.