Epithelial rat liver cell line RL-19 was checked for aryl hydrocarbon hydroxylase and dimethylnitrosamine demethylase activity. Aryl hydrocarbon hydroxylase activity was found at the rate of about 14.5 pmoles 3-hydroxy-benzopyrene per min per mg protein. This activity was not inducible by 3-methylcholanthrene or by phenobarbital and was independent of the subculture level. From the 45th up to the 59th subculture the mean demethylase activity was about 1.08 nmoles HCHO per min per mg protein, but was decreased to 0.64 nmoles HCHO per min per mg protein at the 131st subculture. RL-19 cells were treated with 3-methylcholanthrene (0.5-1.0 microgram/ml), dimethylnitrosamine (100-400 micrograms/ml), or Natulan (50 micrograms/ml), respectively, for 7 to 10 days. During a 6 months subsequent cultivation no neoplastic changes were observed as revealed by morphological investigation, soft agar assay, and transplantation. It is suggested that metabolic competence for carcinogen activation is only one prerequisite for neoplastic alteration in vitro, and that RL-19 cells are refractory to the action of carcinogens in spite of their metabolic capacity.