By the addition of specific chemical agents to the culture medium, the HL-60 leukemia cell line, derived from a patient with acute promyelocytic leukemia (1), can be induced to mature to cells with many of the functional, morphological, and biochemical features of either neutrophils or macrophages (2, 3). Two recent studies strongly suggested that HL-60 cells also differentiated to eosinophils when cultured in soft agar (4, 5); the colonies from soft agar stained with Luxolfast-blue, a stain specific (among hematopoietic cells) for eosinophilic granules (6). Unfortunately, few cells differentiated to eosinophils, and it was technically difficult to harvest cells from semi-solid medium. These factors limit the usefulness of that system as a model for eosinophilopoiesis. Furthermore, the two reports disagreed on the role of added colony-stimulating factors. The recent description of increased numbers of morphologically abnormal eosinophils in the bone marrow of patients with FAB type M4 leukemia (AMMoL) 1 who have abnormalities of chromosome 16, del(16)(q22) (7) and inv(16)(p 13q22) (8), has further focused attention on the phenomenon of eosinophilic differentiation of leukemia cells. We observed that HL-60 cells cultured in slightly alkaline liquid medium develop granules typical in appearance to those found in eosinophils and eosinophilic precursors. Our higher induction efficiency and ease in harvesting cells from liquid culture permitted a more complete characterization of the differentiated cells. To determine whether HL-60 cells might serve as a model system for eosinophilopoiesis in general, or eosinophilic differentiation of leukemia cells in particular, the HL-60-derived eosinophils were characterized morphologically, histochemically, and cytogenetically.