To study the function of the proto-oncogene c-fos in hematopoietic tissues, transgenic mice were generated that express c-fos from the H2-Kb promoter in several organs. These H2-c-fos mice have enlarged spleens and hyperplastic thymuses containing an increased number of thymic epithelial cells. The exogenous c-fos expression specifically affects T cell development in the thymus, thereby increasing the fraction of mature thymocytes. Results obtained with bone marrow radiation chimeras suggest that the altered distribution of T cell subsets is not a direct effect of c-fos expression within the T cell lineage. No changes in the proportion of hematopoietic cell lineages are seen in the spleen, and these mice do not develop lymphoid malignancies. B and T cell function, however, is impaired, and H2-c-fos mice are immune deficient. It appears that c-fos specifically stimulates the proliferation of thymic epithelial cells, and may thus indirectly affect T cell development.