Human diploid fibroblasts take up cystine in the culture medium and the cystine is immediately reduced to cysteine in the cells. It is found that cysteine thus formed is rapidly released from the cells into the medium and accumulates there. The system transporting cysteine is convincingly similar to the ASC system described by Christensen et al. (1967). Since cysteine in the medium is sensitive to autoxidation and readily changes back to cystine, the uptake of cystine seems crucial to the cells. Inhibitors of cystine uptake, such as glutamate and homocysteate, potently reduce the intracellular and extracellular levels of cysteine. These inhibitors modify the cell growth depending upon the cystine concentration is physiological. An excessive concentration of cystine is in itself inhibitory action is antagonized by glutamate or homocysteate.