Intracellular concentrations of cyclic adenosine 3':5'-monophosphate (cyclic AMP) and cyclic guanosine 3':5'-monophosphate were measured in rat embryo fibroblasts stimulated to divide by either the addition of 12-0-tetradecanoyl phorbol-13-acetate (TPA) or a serum-supplemented medium change. Cyclic nucleotide levels were altered within minutes and large oscillations occurred in a reciprocal fashion over the pre-replicative and the replicative phases. Patterns of oscillating levels depended on the growth state of the cultures. Intracellular content of cyclic nucleotide similarly changed in response to either mitogenic treatment with the exception of the early alterations in cyclic AMP. The medium-change stimulation resulted within minutes in a drop of the cyclic AMP levels at confluence and a rise in growing cells when TPA-induced stimulation proceeded without altering those levels. Treatment with 4-0-methyl-phorbol didecanoate, a TPA derivative that is inactive as a tumor promoter, did not affect the cyclic nucleotide levels.