Abstract. The present study was conducted to investigate whether goat fetal myoblasts with no inherent adipogenic potential can be induced to transdifferentiate into adipocytes. Goat fetal myoblasts were transiently transfected by the adipogenic transcription factors, peroxisome proliferator-activated receptor-γ (PPARγ) and CCAAT/enhancer-binding protein-α (C/EBPα). Both PPARγ and C/EBPα were capable of inducing adipogenic transdifferentiation as indicated by the appearance of mature adipocytes when the transfected cells were cultured in adipogenic differentiation medium (ADM). Ectopic expression of PPARγ induced endogenous C/EBPα expression and vice versa only when the cells were cultured in ADM. Removal of troglitazone, a PPARγ agonist, from the ADM resulted in a dramatic decline in the number of adipocytes, indicating that PPARγ stimulation is necessary to induce adipogenic transdifferentiation of goat fetal myoblasts. These results demonstrate for the first time that primary cultured myoblasts can be transdifferentiated into adipocytes. Key words: Adipogenesis, CCAAT/enhancer binding protein-α (C/EBPα), Goat, Myoblast, Peroxisome proliferator activating receptor-γ (PPARγ), Transdifferentiation (J. Reprod. Dev. 53: [563][564][565][566][567][568][569][570][571][572] 2007) o r m a t i o n o f s k e l e t a l m u s c l e d u r i n g development begins with the progeny of skeletal muscle cells, termed myoblasts. Proliferative myoblasts withdraw from the cell cycle and terminally differentiate to form myotubes that eventually mature into contracting muscle fibers [ 1 ] . T h i s p r o c e s s , t e r m e d m y o g e n e s i s , i s characterized by sequential expression of myogenic regulatory factors (MRFs) comprising Myf-5, MyoD, myogenin, and MRF4. Amongst these MRFs, the MyoD and Myf-5 expressions are required for specification of myogenic lineage and are detected in proliferative myoblasts, while myogenin is required for late myogenesis and is expressed in terminally differentiated myotubes [1]. In addition to these MRFs, several markers are utilized for identification of myogenic cells. Pax7 is a marker for myoblasts [1], and desmin is expressed in both myoblasts and myotubes [2,3]. Sarcomeric myosin heavy chain, which is required for the contracting properties of skeletal muscle, is expressed after myotubes are formed [1,3].Both peroxisome proliferator activating receptor-γ (PPARγ) and CCAAT/enhancer binding protein-α (C/EBPα) are key regulatory transcription factors t h a t p r o m o t e f a t c e l l f o r m a t i o n , t e r m e d adipogenesis [4][5][6]. Terminal differentiation of preadipocytes to adipocytes is believed to be under the control of PPARγ and C/EBPα [4][5][6], and it has been accepted that once activated, PPARγ and C/