Adult Lewis (LEW) rats are highly susceptible to experimental autoimmune encephalomyelitis (EAE), induced actively by immunization with guinea pig (GP) myelin basic protein (MBP) in complete Freund's adjuvant or adoptively transferred with activated T lymphocytes reactive to GP MBP peptide 68-88. Once LEW rats recover from active EAE or when given MBP in incomplete Freund's adjuvant (IFA), they become resistant to further attempts to induce active or passive EAE. In this study, we examined whether such EAE-resistant rats after MBP-IFA immunization have reduced frequencies of MBP-reactive T cells, whether these T cells are anergized, and whether the activity of regulatory T cells is increased to the event that they prevent activation of MBP-specific T cell subpopulations. By limiting dilution analyses (LDA) of unfractionated splenic T cells, the levels of MBP-reactive T cells in EAE-resistant rats appeared to be approximately 5% of the levels in EAE-susceptible rats. However, a subsequent analysis of CD4+ enriched T cell populations, depleted of the CD8 subset, showed similar frequencies of MBP-reactive cells in susceptible and resistant LEW rats. Not only were the frequencies on LDA altered by suppressor cells, but also LDA comparisons based on cell proliferation and cytokine production as indicators of MBP reactive cell frequencies gave markedly different results. We conclude that MBP-reactive T cells in this model of EAE-resistant LEW rats are hyporeactive to MBP as the result of an increased activity of a regulatory subset of CD8+ T cells. These results also demonstrate that the quantitation of MBP-reactive CD4+ T cells by LDA is strongly influenced by the presence of functionally antagonistic CD8+ T cells, which cause an underestimation of responder T cell frequencies, and by the method of detecting T cell reactivity.