In this paper we demonstrate that during acute infection with Epstein-Barr virus (EBV), the peripheral blood fills up with latently infected, resting memory B cells to the point where up to 50% of all the memory cells may carry EBV. Despite this massive invasion of the memory compartment, the virus remains tightly restricted to memory cells, such that, in one donor, fewer than 1 in 10 4 infected cells were found in the naive compartment. We conclude that, even during acute infection, EBV persistence is tightly regulated. This result confirms the prediction that during the early phase of infection, before cellular immunity is effective, there is nothing to prevent amplification of the viral cycle of infection, differentiation, and reactivation, causing the peripheral memory compartment to fill up with latently infected cells. Subsequently, there is a rapid decline in infected cells for the first few weeks that approximates the decay in the cytotoxic-T-cell responses to viral replicative antigens. This phase is followed by a slower decline that, even by 1 year, had not reached a steady state. Therefore, EBV may approach but never reach a stable equilibrium.The B-lymphotropic herpesvirus Epstein-Barr virus (EBV) is a ubiquitous human virus (reviewed in references 23 and 45) that establishes a lifelong persistent infection in memory B lymphocytes (3). It is an important pathogen because of its association with several human neoplasias (reviewed in references 38 and 45). However, no good animal model exists for the study of EBV. The murine gammaherpesvirus 68 (MHV68) is a related virus which has tropism for B lymphocytes (44) and also persists in memory B cells (12, 50). However, it appears to lack the specific latency transcription programs of EBV and persistence is not dependent on B lymphocytes (49). Primate homologues of EBV are known (7,11,42), but these are not useful because of financial constraints and the lack of virological and immunological reagents for these systems. Despite this limitation, EBV has emerged as an excellent system for studying persistent infection in humans. There are two primary reasons for this. First, EBV infects resting B cells in culture and transforms them into continuously proliferating, latently infected lymphoblasts (35,36). This provides a readily manipulable in vitro system for studying the functions of the latency-associated proteins. Second, the major sites of viral persistence, the peripheral blood and Waldeyer's ring (29), are relatively accessible for study. Taking together information from both in vitro and in vivo studies we have developed a unified model of how EBV establishes and maintains a persistent infection (46) (Fig. 1). The key underlying theme of the model is that EBV uses its latent proteins to provide signals to the infected B cell that cause it to become activated and then differentiate, through a mechanism analogous to the germinal center reaction (30, 31), into a resting memory cell. We have provided evidence that these events occur in the lymphoid tissue o...