Positron emission tomography (PET) can be used to measure tumor metabolism in sarcomas by measuring the standard uptake value (SUV) of (F-18) fluorodeoxyglucose (FDG). FDG-PET SUV has been shown to correlate with histological grade. We compared FDG-PET SUV in 89 bone and soft tissue sarcomas with histopathological features, including tumor grade, as well as with markers of cell proliferation and cell cycle regulatory gene expression that may be prognostically or therapeutically important. All patients had undergone PET before biopsy. Features evaluated included grade (National Cancer Institute for soft tissue or Mayo Clinic for bone), cellularity, and the number of mitoses per 10 400x fields. Deparaffinized, formalin-fixed sections were immunostained with antibodies to Ki-67 (MIB-1), p53 (DO7), p21WAF1 (EA10), and mdm-2 (1B10). For Ki-67, results were estimated as a percentage of positive cells. For p53 and mdm-2, only cases with >20% positive cells were considered to be overexpressing these proteins. For p21WAF1, only cases with <10% positive cells were considered to have lost normal p21WAF1 expression. Tumor S-phase percentage and ploidy were determined by flow cytometry. FDG-PET SUV was associated with histopathological grade, cellularity, mitotic activity, MIB labeling index, and p53 overexpression. No association was seen with p21WAF1, mdm-2, S-phase fraction, or ploidy. Tumor metabolism data acquired by FDG-PET may help ensure accurate grading and prognostication in sarcoma by guiding biopsy toward the most biologically significant regions of large masses. Further follow-up will be necessary to determine whether FDG-PET provides independent prognostic information.