A continuous line of rodent cells carrying the genome of the Rous sarcoma virus was stably transformed by exposure to viable herpes simplex virus of either subtype 1 or 2. Transformation was accompanied by alteration of morphology, growth characteristics, acquisition of a thymidine kinase activity (EC 2.7.1.21) resembling the corresponding specific activity of the enzyme in the herpes simplex virus, and capacity to express continuously some antigens specific for herpes simplex virus.A considerable body of evidence implicates herpesvirus as the etiological agent of certain forms of cancer (1, 2). Of particular current interest is the possible link between human cervical carcinoma and herpes simplex virus (HSV) subtype 2, but the evidence to date is largely circumstantial. Cells transformed in culture by HSV might provide a valuable system to explore the oncogenic potential of this virus. Biochemical transformation of thymidine-kinase-deficient (TK-) mouse cells to the thymidine-kinase-positive phenotype has in fact been achieved using ultra-violet inactivated HSV (3). The molecular basis of the mode of selection of transformants and of the acquisition of new kinase function has yet to be rigorously established, although the available evidence is consistent with the conclusion that the cells stably inherit the capacity to synthesize thymidine kinase (TK) that is specific for HSV.To determine which biochemical properties of HSV most closely reflect its putative oncogenic function, it would be useful to have a cell system which could be transformed by viable virus or conditional lethal mutants thereof. We describe here the transformation of cells by HSV, subtype 1 Antiserum to rabbit-y-globulin was prepared by inoculating goats with purified rabbit-y-globulin (Miles Laboratories, St. Louis, Mo.). Goats were inoculated twice intradermally 220