Using cord blood samples obtained from fetuses between 16 and 40 weeks gestation, we have used a lysed whole blood flow cytometric technique to study the natural history of lymphocyte phenotypes known to be highly represented in cord blood at birth. The majority (51.0 +/- 14.7%) of lymphocytes expressed CD45RA, a marker of 'virgin' cells and there was a correlation between increasing percentages of CD45RA+lymphocytes and gestational age (r = 0.44, P < 0.01). Few cells (8.5 +/- 4.2%) expressed the CD45RO marker of primed lymphocytes and very few (1.0 +/- 0.7%) co-expressed CD45RA and RO, indicating little traffic between the two maturation markers. The percentage of B lymphocytes co-expressing CD5 was high in the fetal circulation (55.5 +/- 10.5%) compared with healthy adults (23.2 +/- 14.3%; P < 0.00001) and the level of CD5+ B cells declined with gestational age in an exponential manner (r = -0.45, P < 0.05). Similarly, levels of T lymphocytes expressing the gamma delta T cell receptor (TCR) declined exponentially (r = -0.59, P < 0.005). These results demonstrate that lymphocytes remain almost entirely unprimed before birth. In addition, CD5+ B lymphocytes and TCR-gamma delta+ T lymphocytes decline exponentially towards birth, in a manner suggesting that they may be seeding peripheral sites such as the spleen, skin and mucosae.