We have previously reported that cultured peripheral non-neuronal cells could be used as an adjunct to spinal cord reconstruction with the delayed nerve graft technique. The cultured cells appeared to enhance axonal regeneration and with their use the time it took for axons from the spinal cord stumps to reach the nerve graft was reduced. To gain insight into the possible mechanisms through which peripheral non-neuronal cells can foster CNS regeneration, we have now investigated the behaviour of the peripheral non-neuronal cells after implantation into the spinal cord. Autologous mixed non-neuronal cell cultures were prepared from cat sciatic nerve biopsies and labeled in culture with tritiated thymidine. The labeled cells were implanted so as to completely fill the gap in the spinal cord produced by a narrow "slit transection". Light-and electron-microscopic autoradiography was used to identify the cells 3 and 7 days after implantation and to determine their proximity to, and possible interaction with, axons in the spinal cord stumps. The implanted peripheral cells were frequently found near spinal cord axons and axon terminals. Some of the labeled cells ensheathed axons in which case they displayed morphological characteristics of Schwann cells. Other labeled cells had characteristics of fibroblasts and were surrounded by an extracellular matrix rich in collagen fibrils. Many of the labeled cells contained phagocytosed myelin debris. These observations are consistent with the implanted cells acting to enhance regeneration in the spinal cord either by direct interaction with axons (ensheathment) or indirectly via the production of soluble neuronotrophic factors or a favorable extracellular matrix. The ability of the implanted cells to rapidly move into the spinal cord stumps and attain positions close to spinal cord axons would be an important factor for any of these mechanisms.