4s a prelude to our studies on T L and Thy-1 differentiation alloantigens, three rnurine Iymphoblastoid cell lines were examined for expression of these components. Optimal conditions for their m i i s culture were also determined. Several suspension culture systems were evaliiattd: a) 50 ml through 500 ml Wheaton and Bellco spinner flasks as well as 1, 4, and 8 liter Whcaton flasks modified for semicontinuous culture conditions, b) 3 lit.er Chemapec Vibrofermentor, and (1) 14 liter New Brunswick fermcntor. Utilizing these typcs of vessels the opt.iinal culture conditions were evaluat,ed as to Lhe effect. of: 1 ) pH, 2) initial concentration of cell inoculum, 3) t.ypes of media, and 4) methods of gmsing and gas mixtures on t,he rat.e of growth and alloant.igen expression. This study dcnionstrateti that cells could be cultured on a sernicont.inuous b:tsis up t.o densities of 2-4 X 106 cells/ml if a vessel of appropriate dimensions was utilized, t.he appropriate medium select.ed, and the p H controlled by CO, and air overlay. Once these paranieters were est,ablished the growth of a given cell line was highly reproducible. Under optimal culture conditions the expression of Thy-1 was maximum while t.he cells were in the exponential stage of growth and reduced during the lag and stationary p h u e s of growth. The expression of T L did not vary as significantly during the various stages of growth. One cell line grown in medium supplemented with 10c/r horse serum expressed less Thy-I than those grown in medium cont.aining 10%. fetal calf serum. The factors affecting cell growth and alloantigen expression have been considered in the design of a large-scale suspension cult.ure facility for cult.uring 1000 liters of cells per week.