Excessive growth of vascular smooth muscle cells is an important component in the development of atherosclerotic lesion and in restenosis. In order to study which factors control the growth of these cells, we and many others have used a model of smooth muscle cell proliferation induced by mechanical injury of the rat carotid artery (1, 2). In this model, an inflated Fogarty balloon catheter is passed into the lumen of the common carotid artery, denuding the artery of its endothelial cell lining and damaging the underlying medial smooth muscle cells. This injury results in a predictable response; within 2 days the medial smooth muscle cells begin proliferating, and after 4 days medial smooth muscle cells migrate into the intima, where they continue to proliferate for up to 2 weeks. This leads to the formation of a thickened neointima comprised primarily of smooth muscle cells and extracellular matrix and results in luminal narrowing. In this model, basic fibroblast factor (FGF2) 1 has been shown to be a critical mitogen for the proliferation of medial smooth muscle cells. The addition of FGF2 significantly increases medial smooth muscle cell proliferation when administered after injury of the rat carotid artery (3), and medial smooth muscle cell proliferation can be significantly inhibited by neutralizing antibodies to FGF2 (4). Unlike medial smooth muscle cells, FGF2 does not seem to be involved in regulating the proliferation of the smooth muscle cells that have migrated into the intima; neutralizing antibodies to FGF2 do not inhibit intimal smooth muscle cell proliferation (5) after balloon catheter injury, and the addition of FGF2 to arteries with existing intimal lesions causes only a small increase in proliferation (3). These data suggest that, in contrast to medial smooth muscle cells, FGF2 is not necessary for intimal smooth muscle cell proliferation, nor is it a potent mitogen for those cells. The purpose of this study was to determine whether differences in the activation of cytoplasmic signaling pathways and/or cell cycle regulation could be responsible for this apparent attenuation of FGF2-stimulated proliferation in intimal smooth muscle cells. FGF2 signal transduction involves the activation of many different cytoplasmic signaling molecules, including the extracellular signal-regulated kinases 1 and 2 (ERKs 1 and 2) (6 -9). Activation of the ERKs is required for FGF2-stimulated proliferation in several different cell types, and recently we have shown that the ERK signaling pathway is activated following balloon catheter denudation of the rat carotid artery and that ERK activity is required for smooth muscle cell proliferation following this injury (10). FGF2 stimulation also activates the PI 3-kinase pathway (11). Activation of this pathway is required for FGF2-stimulated proliferation in a variety of cell types including smooth muscle cells (12), and recent data suggest that this pathway is also activated following balloon catheter injury (10).Although FGF2 stimulation requires activation of cytopl...