Replication of Semliki Forest virus, a typical alphavirus, takes place in the cytoplasm of many eukaryotic cells. The virus genome, the 42 S RNA, directs the synthesis of at least two RNA-dependent RNA polymerases. By the aid of these enzymes complementary 45 S RNA is synthesized; it serves as a template for the synthesis of positive RNA strands with sedimentation values of 45 S and 26 S. In BHK cells close to 200,000 molecules of each RNA species are produced per cell. Both 26 S and 42 S RNAs are associated with polysomes synthesizing viral structural proteins. The 26 S RNA is a duplication of the nucleotide sequences coding for the virion proteins. These are translated as a polyprotein with the capsid protein at the N-terminal end followed by the envelope proteins E2 and E1. Usually only small amounts of nonstructural proteins are synthesized at the exponential phase of virus growth, indicating that a translational control operates in Semliki Forest virus-infected cells. One of our temperature-sensitive mutants, ts-1, directs, however, the synthesis of two nonstructural proteins with MWs of 78,000 and 86,000 when grown at the nonpermissive temperature. The assembly of the viral nucleocapsid begins by association of the capsid protein with the 42 S RNA, which is still serving as a messenger. In this process a cytoplasmic structure sedimenting at about 65 S is presumably one of the capsid protein donors. The 140 S nucleocapsid buds through the host cell plasma membrane whereby the capsid protein interacts with the envelope proteins creating a specific viral envelope devoid of host proteins. Altogether 5,000 to 20,000 virus particles are released from each cell by the end of the growth cycle, representing about 10% of the 42 S RNA molecules synthesized during the infection.