Quiescent secondary cultures of Swiss mouse embryo fibroblasts secrete several proteins in response to the addition of 20% fetal calf serum (FCS). Of these proteins, a polypeptide of molecular weight (Mr) 48,000 (48 K) was identified in the medium within an hour of mitogenic stimuli. In the next hour an additional protein of Mr26,000 (26 K) appeared in the medium. These two proteins were absent in the conditioned medium of quiescent cells. A third protein of molecular weight 45,000 (45 K) was found in small quantities in the conditioned medium of quiescent cells but a 2-3 fold increase in the level of this protein was observed in the medium of stimulated cells. The level of the serum-induced 45 K protein was much higher in the medium of cells that were treated with cycloheximide (CH) and FCS than that found in the medium of cells treated with FCS alone. A 40,000 dalton protein was found to be a quiescence specific protein which was observed in large amounts in the medium of quiescent cells; the level of this protein gradually declined in the conditioned medium as the cells entered into the proliferative phase. Actinomycin D specifically inhibited the level of the 45 K secreted protein and a 29 K intracellular protein when added along with CH. In contrast to the inhibition of the synthesis of mitogen induced proteins, actinomycin D super-induced the intracellular and extracellular levels of the matrix proteins fibronectin and procollagens.