Human endothelial cells derived from the umbilical vein were transformed with SV40 virions. A cell line subcultured for over 60 serial passages was characterized in comparison with its untransformed counterpart which was culturable for less than five passages.The SV40-transformed human endothelial cells, designated SV-HUVEC, were positive not only for tumor (T) antigen specific to the SV40-transformed cell, but also for two markers of endothelial cells, Factor VIII-related antigen and a receptor for Ulex europaeus agglutinin I. By transformation the growth potential of the human endothelial cells was increased and their serum requirement was decreased. The SV40-transformed endothelial cells were, however, unable to form colonies in soft agar or to form tumors in athymic nude mice, although a small nodule was produced at the site of inoculation. Subcultivation of these cells up to the 62nd passage eventually resulted in crisis and loss of further cell division. Thus, the human endothelial cells were transformed by SV40 while retaining certain normal functions but without showing tumorigenicity.Endothelial cells cover all the vascular walls in a one-wall-thick layer and form a continuous lining between the circulating blood and the surrounding tissues. Endothelial cells also play an important role in wound healing (19), the reendothelialization of vessel-wall injury (23), and tumor growth (1, 3). Establishment of a continuous cell line of endothelial cells would facilitate studies on the physiologic and pathologic factors that induce endothelial mitosis. In addition, transformation of the endothelial cells may offer a clue to a better understanding of tumors of endothelial origin, such as Kaposi's sarcoma (4, 11).Transformation of human endothelial cells with SV40 was first accomplished by Gimbrone and Fareed, in 1976, by transfection with intact circular DNA or linear fragments containing the entire early-gene region, but not by infection with SV40 virions. However, the transformed endothelial cells were negative for Factor VIIIrelated antigen (FVIII-RAG) (6).Recently, transformation of endothelial cells by infection with SV40 virions was achieved and a cell line positive for FVIII-RAG was subcultured up to the 62nd passage in our laboratory. The characteristics of the SV40-transformed endothelial cells, designated SV-HUVEC, are described in this paper.