Abstract. Cells of the rat pheochromocytoma clone PC12 possess receptors for both nerve growth factor (NGF) and epidermal growth factor (EGF), thus enabling the study of the interaction of these receptors in the regulation of proliferation and differentiation. Treatment of the cells with NGF induces a progressive and nearly total decrease in the specific binding of EGF beginning after 12 h and completed within 4 d. Three different measures of receptor show that the decreased binding capacity represents, in fact, a decreased amount of receptor: (a) affinity labeling of PC12 cell membranes by cross-linking of receptorbound ~25I-EGF showed a 60-90% decrease in the labeling of 170-and 150-kD receptor bands in cells treated with NGF for 1-4 d; (b) EGF-dependent phosphorylation of a src-related synthetic peptide or EGF receptor autophosphorylation with membranes from NGF-differentiated cells showed a decrease of 80 and 90% in the tyrosine kinase activity for the exogenous substrate and for receptor autophosphorylation, respectively; (c) analysis of 35S-labeled glycoproteins isolated by wheat germ agglutinin-Sepharose chromatography from detergent extracts of PC12 membranes showed a 70-90% decrease in the 170-kD band in NGF-differentiated cells. These findings permit the hypothesis that long-term heterologous down-regulation of EGF receptors by NGF in PC12 cells is mediated by an alteration in EGF receptor synthesis. It is suggested that this heterologous down-regulation is part of the mechanism by which differentiating cells become insensitive to mitogens.T HE rat pheochromocytoma clone PC12 has been used as a model of neuronal differentiation because the cells acquire neuronal properties and stop dividing in response to nerve growth factor (NGF) ~ (Greene and Tischler, 1976). The differentiation induced by NGF appears to be reversible, but, except for this, the changes that occur lead to cells with the phenotype of sympathetic neurons (Kimhi, 1981). The PC12 cells, of course, carry NGF receptors (Herrup and Thoenen, 1979;Landreth and Shooter, 1980) and the binding of NGF to these specific receptors triggers many and diverse arrays of cellular responses, including both shortterm, rapid membranal changes, and long-term alterations in cell properties associated with changes in transcription (Guroff, 1983). Among these responses, NGF-induced differentiation in PC12 involves a transition from a mitotic to a nonmitotic state.In this regard, it was of interest to observe that the PCI2 ceils also have receptors for epidermal growth factor (EGF) (Huff and Guroff, 1979;Huff et al., 1981;Boonstra et al., 1985). This peptide is a potent mitogen for many of the cells I. Abbreviations used in this paper: EGF, epidermal growth factor; NGF, nerve growth factor. with which it interacts, and is a mild mitogen for PC12 (Huff et al., 1981). Since the cells, then, have receptors for both a differentiating agent and a mitogen, experiments in this laboratory have been designed to explore what happens when the cells are treated with both ag...