Based on the clinicopathological delineation of distinct steps of tumor progression in the melanocytic system, the in vitro behavior of melanocytes with increasing malignant potential has been investigated. Tumor progression in melanocytes is characterized by an increasing growth autonomy and decreased requirement but enhanced utilization of exogenously provided polypetide growth factors (EGF, IGF-I). The endogenous production of growth factors such as alpha-TGF, PDGF, and bFGF by metastatic melanoma cells might contribute to their independence from exogenously provided factors. Although expression of some melanoma-associated antigens in vivo is detectable only on malignant cells, propagation of normal melanocytes in tissue culture leads to expression of the majority of these antigens. Many of these antigens can be grouped into functionally defined categories, including growth factor receptors, extracellular matrix proteins, and cell-substrate interacting antigens. One cell-substrate interacting antigen, the GD2/GD3 ganglioside, appears to play a critical role in the metastatic process of melanoma cells. The successful propagation and characterization of melanocytic cells of all stages of tumor progression in tissue culture provide a unique human experimental model for the study of mechanisms of malignant transformation.