We previously reported that osteoclast-like cells were formed in cocultures of a mouse marrow-derived stromal cell line (ST2) with mouse spleen cells in the presence of la,25-dihydroxyvitamin D3 and dexamethasone. In this study, we developed a new coculture system to determine the origin of osteoclasts. When relatively small numbers of mononuclear cells (103-105 cells per well) obtained from mouse bone marrow, spleen, thymus, or peripheral blood were cultured for 12 days on the ST2 cell layers, they formed colonies with a linear relationship between the number of colonies formed and the number of hemopoietic cells inoculated. Tartrate-resistant acid phosphatase (TRAPase)-positive mononuclear and multinucleated cells appeared in the colonies (TRAPase-positive colonies) in response to la,25-dihydroxyvitamin D3 and dexamethasone. When hemopoletic cells suspended in a collagengel solution were cultured on the ST2 cell layers to prevent their movement, TRAPase-positive colonies were similarly formed, indicating that each colony originated from a single cell. All of the colonies consisted of nonspecific esterase-positive cells. The monocyte-depleted population prepared from peripheral blood failed to form colonies, whereas the monocyte-enriched population produced a large number of TRAPase-positive colonies. In addition, alveolar macrophages formed TRAPase-positive colonies most efficiently on the ST2 cell layers in the presence of the two hormones. Salmon 12'I-labeled calcitonin specifically bound to the TRAPase-positive cells. Resorption lacunae were formed on dentine slices on which cocultures were performed. When direct contact between the peripheral blood cells and the ST2 cells was inhibited by a collagen-gel sheet, no TRAPasepositive cells were formed. These results indicate that osteoclasts are also derived from the mature monocytes and macrophages when a sulitable microenvironment is provided by bone marrow-derived stromal cells.Osteoclasts are multinucleated cells responsible for bone resorption. It is evident from chicken-quail chimera experiments (1), parabiosis experiments (2, 3), and marrow transplantation studies in osteopetrotic animals (4, 5) that osteoclasts are derived from circulating mononuclear precursors in hemopoietic tissues. However, the nature and the differentiation process of osteoclast precursors are still not known.We recently reported that osteoclast-like multinucleated cells were formed in response to osteotropic hormones in cocultures of mouse spleen cells with osteoblast-rich cell populations freshly isolated from fetal mouse calvaria (6). These multinucleated cells had the typical characteristics of osteoclasts such as tartrate-resistant acid phosphatase (TRAPase), abundant calcitonin receptors, and the ability to form resorption lacunae on dentine slices (6). Then we reported that the two marrow-derived stromal cell lines, MC3T3-G2/ PA6 and ST2, could be substituted for primary osteoblastrich cell populations in inducing osteoclast-like cells in cocultures with spleen cells...