Growth of a selected variant of A431 cells (clone 29) is stimulated by epidermal growth factor (EGF) in contrast to the growth inhibition caused by EGF in an unselected clone, A431(8). Twelve phosphoproteins from each clone were compared to determine whether unique EGF-dependent substrate phosphorylations might explain the cells' differing growth responses to EGF. Treatment of both clone 29 and A431(8) cells with EGF increased phosphorylation of the EGF receptor/kinase and six cellular proteins identified on 2-dimensional polyacrylamide gels. Four of these proteins (the EGF receptor/kinase and proteins of 36, 70, and 81 kd) contained phosphotyrosine in both clone 29 and A431(8) cells, indicating that the same modification of several proteins occurred in cells which have totally different growth responses to EGF. Two proteins were identified whose phosphorylation was EGF dependent and which were unique to clone 29 cells; however, EGF increased phosphorylation of only serine residues in these proteins. This indicates that these proteins are not primary targets of the EGF-dependent tyrosine-specific protein kinase, but rather are substrates for serine-specific kinase(s) activated as a consequence of EGF:receptor interaction. cAMP, which inhibited growth of both clones, was utilized to compare the effects of EGF when the growth response of both cell lines was similar. In the presence of cAMP, EGF increased A431(8) cellular phosphotyrosine content and the phosphorylation of the same phosphotyrosine-containing proteins of both clone 29 and A431(8) cells. The in vivo activity of a second tyrosine-specific protein kinase, p60V -src in B77 Rous sarcoma virus (RSV)-transformed newborn rat kidney (NRK) cells, was also unaffected by cAMP. Thus cAMP did not block the in vivo activity of two tyrosine-specific kinases or the tyrosine phosphorylation of three specific protein substrates. A threshold model of tyrosine kinase activity is proposed as an alternative explanation for the differing growth responses to EGF.