This article focuses on recent findings that the type V TGF-b receptor (TbR-V), which co-expresses with other TGF-b receptors (TbR-I, TbR-II, and TbR-III) in all normal cell types studied, is involved in growth inhibition by IGFBP-3 and TGF-b and that TGF-b activity is regulated by two distinct endocytic pathways (clathrin-and caveolar/lipidraft-mediated). TGF-b is a potent growth inhibitor for most cell types, including epithelial and endothelial cells. The signaling by which TGF-b controls cell proliferation is not well understood. Many lines of evidence indicate that other signaling pathways, in addition to the prominent TbR-I/TbR-II/Smad2/3/4 signaling cascade, are required for mediating TGF-b-induced growth inhibition. Recent studies revealed that TbR-V, which is identical to LRP-1, mediates IGFindependent growth inhibition by IGFBP-3 and mediates TGF-b-induced growth inhibition in concert with TbR-I and TbR-II. In addition, IRS proteins and a Ser/Thr-specific protein phosphatase(s) are involved in the TbR-V-mediated growth inhibitory signaling cascade. The TbR-V signaling cascade appears to cross-talk with the TbR-I/TbR-II, insulin receptor (IR), IGF-I receptor (IGF-IR), integrin and c-Met signaling cascades. Attenuation or loss of the TbR-V signaling cascade may enable carcinoma cells to escape from TGF-b growth control and may contribute to the aggressiveness and invasiveness of these cells via promoting epithelial-to-mesenchymal transdifferentiation (EMT). Finally, the ratio of TGF-b binding to TbR-II and TbR-I is a signal controlling TGF-b partitioning between two distinct endocytosis pathways and resultant TGF-b responsiveness. These recent studies have provided new insights into the molecular mechanisms underlying TGF-binduced cellular growth inhibition, cross-talk between the TbR-V and other signaling cascades, the signal that controls TGF-b responsiveness and the role of TbR-V in tumorigenesis.