Growth of human tumor cells (hepatocarcinoma, Ewing's sarcoma) on an extracellular matrix (ECM) produced by bovine corneal endothelial cells is associated with the adoption of a morphological appearance and growth properties that are not expressed when the cells are maintained on plastic. Within minutes after seeding cell aggregates onto an ECM, the aggregates attached firmly. Active cell migration leading to the formation of flattened and nonoverlapping cell clusters was subsequently observed. In contrast, no firm attachment, migratory activity or disorganization of cell aggregates was observed when the same cells were maintained on plastic. Cells seeded on ECM, instead of growing as floating or loosely attached aggregates, formed a cell monolayer composed of firmly attached, highly flattened and closely apposed epithelioid-like cells. Cell overlapping and subsequent detachment were observed only late at confluence. Cells maintained on ECM had a higher growth rate as well as a lower serum requirement than those maintained on plastic. These results demonstrate that the phenotypic expression as well as the proliferation of tumor cells can be modulated by their adhesive interaction with the extracellular matrix. Both tumor cells and normal cells of epithelial origin are more likely to resemble their in vivo counterparts when maintained on extracellular matrix than on plastic, and when so maintained can therefore provide a better model for oncogenic studies.