Rate of proliferation and amino acid transport were assessed in the Burkitt's lymphoma-derived Namalwa cells by measurements of growth rate and proline and serine uptake. Cell density of the cultures was varied by modifying the number of cells initially seeded and growing for different periods of time. Under these experimental conditions the growth rate was not correlated with cell density. In contrast, the activity of amino acid transport through Systems A and ASC, as assessed by the uptake of proline and serine, respectively, decreased as a function of cell density. This marked decrease of transport activity cannot be explained by large alterations of cell morphology since it was observed at a cell density range where minimal change of cell volume and surface area occurred. When a constant number of cells suspended in an identical volume of medium sedimented on different settling areas, a marked effect on amino acid transport activity occurred. These results indicate that cell to cell contacts may be involved in the density-dependent regulation of transport.