Initiation of simian virus 40 (SV40) DNA replication is facilitated by two auxiliary sequences that flank the minimally required origin (on) core sequence. In monkey cells, the replication rate of each of the four on configurations changed with time after transfection in a characteristic pattern. This pattern was reproduced in an extract from SV40-infected monkey cells by varying the ratio of DNA substrate to cell extract; DNA replication in vitro depended on ori auxiliary sequences to the same extent as they did in vivo. Facilitation by ori auxiliary sequences was lost at high ratios of DNA to cell extract, revealing that the activity of these sequences required either multiple initiation factors or a molar excess of one initiation factor bound to ori. This parameter, together with ionic strength and the method used to measure DNA replication, determined the level of facilitation by on auxiliary sequences in vitro. The activity of ori auxiliary sequences was not diminished in vivo or in vitro by increasing amounts of large tumor antigen. Therefore, ori auxiliary sequences promoted initiation of replication at some step after tumor antigen binding to on. Furthermore, although cellular factors could modulate the activity of on auxiliary sequences in vitro, these factors did not appear to involve nucleosome assembly because no correlation was observed between the number of nucleosomes assembled per DNA molecule and facilitation by on auxiliary sequences. These results demonstrate that SV40 on auxiliary sequences can function in vitro as they do in vivo and begin to elucidate their role in initiating DNA replication.Genetically defined cis-acting sequences that function as origins of DNA replication (ori) in eucaryotic genomes frequently contain two primary components: a core component that is dedicated to DNA replication and an auxiliary component, containing transcription promoter or enhancer elements, that may be involved in both transcription and replication (reviewed in reference 13). ori core is required for replication under all conditions and determines where DNA synthesis begins. However, ori auxiliary sequences are dispensable under some conditions. In the case of simian virus 40 (SV40), ori consists of three components: ori core, aiux-1, and aiux-2 (Fig. 1). When ori interacts with SV40 large tumor antigen (T-Ag) in the presence of permissive cell factors, bidirectional DNA replication originates at the junction of ori core and T-Ag binding region I (12,14,21).auix-J and aux-2 are noninterchangeable sequences that flank ori core and facilitate its activity in vivo (1,10,23,27,29). Deletion of aiux-J reduces replication about sixfold.Deletion of the 72-base-pair (bp) repeats (enhancers) has no effect on DNA replication as long as three or more of the six G3 qCG, motifs that make up part of the promoter are present (aiux-2). Elimination of all G3_CG, motifs reduces