Cellular differentiation is a complex process for which the molecular mechanisms are poorly understood. How changes in growth potential are related to expression of the differentiated phenotype is at present unknown. We have focused our attention on questions such as the role of oncogenes in the differentiation process of murine erythroleukemia (MEL) and F9 teratocarcinoma cell lines. We were able to demonstrate that in both cell lines high levels of expression of a transfected c-myc gene blocks HMBA, DMSO or Retinoic Acid (RA) induced differentiation. Based on recent findings which demonstrate specific interactions between Myc and Max resulting in a transcriptionally active complex, we investigated the regulation, expression, and role of the max gene in cell growth and differentiation of murine erythroleukemia (MEL) cells.