Xanthine oxidase stimulates [3H]thymidine incorporation by 3T3 cells even in the absence of any added xanthine, but in the presence of, and synergistically with, insulin or various other growth-stimulating factors. Optimal stimulation was obtained with 2-3 mU enzyme/ml and higher concentrations were toxic. Xanthine oxidase also stimulated human peripheral blood lymphocytes in the presence of phytohemagglutinin and xanthine.