Cell swelling is known to increase net glycogen production from glucose in hepatocytes from fasted rats by activating glycogen synthase. Since both active glycogen synthase and phosphorylase are present in hepatocytes, suppression of flux through phosphorylase may also contribute to the net increase in glycogen synthesis by cell swelling. We have developed an isotopic procedure to estimate the fluxes through glycogen synthase and phosphorylase in intact hepatocytes and we have examined the effect of cell swelling on both enzyme fluxes. The following observations were made. (1) Hypotonic or glutamine-induced cell swelling increased net glycogen production by activating flux through glycogen synthase with little effect on phosphorylase flux. Proline, previously shown to increase glycogen synthesis more than could be accounted for by its ability to cause cell swelling, increased flux through glycogen synthase and inhibited phosphorylase flux. (2) Incorporation of [14C]glucose into glycogen preceded complete mixing of [14C]glucose with the intracellular pool of UDPglucose. It is concluded that cell swelling affects glycogen synthase only and that UDPglucose is compartmentalized.