A subpopulation of human monocytes began to express surface CD4 during its in vitro cultivation in the presence of recombinant M-CSF and became susceptible to infection with an isolate of HIV-1 [AD-87(M)], originally recovered from a seropositive individual by cocultivation with primary monocytes. Approximately 10% of the adherent cells synthesized CD4; a similar fraction was infectable with AD-87(M) and produced high levels of progeny particles. An interesting feature of the HIV-1 infection of primary monocytes was the detection of gp 160/120 inside but not on the surface of virus-producing cells. The implication of these results on HIV infection in vivo will be discussed.