Naturally occurring reticulocytes of week old piglets were used to characterize the maturation process under in vitro conditions. When the reticulocytes were suspended in tissue culture medium fortified with metabolic substrates, nearly all cells were viable after 24 hours incubation and usually more than 85% of the initial cell population survived after an 80 hour period. In cells maintained as long as a week in incubation, an adequate level of total adenine nucleotide with a large accumulation of IMP was found. In most cases, reticulocytes lose their reticular materials within two days and assume normal erythrocyte configuration. Concomitant with the morphological change, the cell volume decreases toward normal erythrocyte size, the extent of which can be accounted for by the intracellular loss of salt and accompanying water. As in the in vivo reticulocyte maturation process, reticulocytes undergoing in vitro maturation lose their membrane permeability to glucose. These findings suggest that the process of reticulocyte maturation occurring in cell culture approaches that which naturally occurs in vivo. Thus, these cells may be used to delineate the mechanism of the loss of membrane transport of glucose which normally occurs in the adult pig cells.