Bovine microvascular endothelial cells (BMECs) proliferated to confluence on the stromal surface of human amniotic membrane that had been denuded of its natural epithelium. The resulting cultures had the following characteristics: (a) The endothelial cells formed a thin, continuous monolayer and, like their in vivo counterparts, contained basal adhesion plaques and large numbers of cytoplasmic vesicles and 10-nm filaments. In addition, the endothelial cells elaborated a basement membrane-like structure. (b) The borders of the BMECs reacted with AgNO3 to produce the "flagstone" pattern typical of endothelium stained with this reagent in vivo. (c) More than 90% of the zones of contact between endothelial cells examined 8 d after plating prevented passage of a macromolecular probe (wheat germ agglutinin conjugated to horseradish peroxidase) across the BMEC monolayer. (d) 8 d-old cultures displayed a transendothelial electrical resistance that averaged 69 +/- 28 omega X cm2. Monolayers of BMECs maintained on amnion thus resemble in vivo endothelium in several respects and should provide a useful and relevant model for the in vitro study of various phenomena that occur at the microvascular wall.