In Mv1Lu cells, insulin partially reverses transforming growth factor-b 1 (TGF-b 1 ) growth inhibition in the presence of a5b1 integrin antagonists. TGF-b 1 appears to induce phosphorylation of IRS-2 in these cells; this is inhibited by a TGF-b antagonist known to reverse TGF-b growth inhibition. Stable transfection of 32D myeloid cells (which lack endogenous IRS proteins and are insensitive to growth inhibition by TGF-b 1 ) with IRS-1 or IRS-2 cDNA confers sensitivity to growth inhibition by TGF-b 1 ; this IRS-mediated growth inhibition can be partially reversed by insulin in 32D cells stably expressing IRS-2 and the insulin receptor (IR). These results suggest that growth inhibition by TGF-b 1 involves IRS proteins.