Hepatic branched-chain 2-oxoacid dehydrogenase is inactivated by nutritional alterations. Reactivation occurs during preincubation of intact mitochondria in the presence of rat liver cytosolic supernatant. Cytosolic supernatant contains two factors capable of reactivating the enzyme. On gel-filtration (Sephadex G-100), one factor (AF1) elutes in the molecular range of 35,000-40,000 and the other factor (AF2) elutes slightly later than inorganic phosphate. AF2 is stable against heat denaturation and treatment with proteinases. It is destroyed by alkaline phosphatase and in the presence of Ap5A, atractyloside, CaCl2 and NaF its stimulatory effect on branched-chain 2-oxoacid dehydrogenase activity is abolished. Inhibition of activation by NaF suggests that a phosphatase might be involved in the activation process.