Alloantisera prepared in strain 13 guinea pigs by immunization with strain 2 lymphoid cells markedly inhibit the activation of (2 X 13)F1 peritoneal exudate lymphocytes by the 2,4-dinitrophenyl (DNP) derivative of a copolymer of L-glutamic acid and L-lysine (GL) 1 (1). Responses to DNP-GL and to the closely related antigen, DNP-poly-L-lysine (DNP-PLL), depend upon the presence of an immune response (Ir) gene linked to the major histocompatibility complex (MHC) controlling the strain 2 ailoantigen(s) (2). This finding, with appropriate specificity controls, has led us to propose that alloantisera inhibit antigen recognition by thymus-dependent (T) lymphocytes through interference with the activity of Ir gene products (1).In the first paper (3) of this series, we examined the effect of absorption of the 13 anti-2 serum with different populations of immunocompetent cells. We were unable to demonstrate a clear dissociation between the ability of a cell population to remove the cytotoxic activity of the anti-2 serum for lymphocytes and the ability of that population to remove the capacity of the anti-2 serum to inhibit T-cell proliferation in response to DNP-GL. We concluded that the 13 anti-2 serum contains antibodies directed against cell surface structures present on both thymus-derived (T) lymphocytes and bone marrow-derived (B) lymphocytes, because L2C leukemia cells, a pure population of malignant B lymphoid cells, were able to remove both the cytotoxic capacity and the T-cell inhibitory capacity from the anti-2 serum. Indeed, the relevant antigens appear to be present in larger amount on B cells than on T ceils. It is possible that the anti-2 serum contains different populations of antibodies, some of which are reactive with strain 2 histocompatibility (H) antigen(s) and other which are t Abbreviations used in this paper: CFA, complete Freund's adjuvant; GA, a copolymer of L-glutamic acid and L-alanine; GL, a copolymer of L-glutamic acid and L-lysine; GT, a copolymer of L-glutamic acid and L-tyrosine; H, histocompatibility; Ir, immune response; MHC, major histocompafibility complex; NGPS, normal guinea pig serum; PEC, peritoneal exudate ceils; PELs, peritoneal exudate lymphocytes; PHA, phytohemagglutinin; PLL, poly-Llysine; PPD, purified protein derivative of tuberculin; SI, stimulation index.