1. Rat-liver mitochondria showed a decrease in amino acid production after preparation in 0.25m-sucrose containing EDTA (1mm), but an increase in water content. When EDTA was replaced by Mn(2+) (1mm) or succinate (1mm), both amino acid production and water content were lowered, whereas preparation in 0.9% potassium chloride caused an increase in both. 2. Amino acid production by rat-liver homogenates prepared in 0.9% potassium chloride or 0.25m-sucrose was similar (q(amino acid) 0.047 and 0.042 respectively aerobically). After freezing-and-thawing q(amino acid) values were approximately doubled, and approached that of a homogenate prepared in water. 3. All cations tested inhibited amino acid production by mitochondria, Hg(2+) and Zn(2+) being the most effective in tris-hydrochloric acid buffer. In phosphate buffer Mg(2+) and Mn(2+) had no effect. Of the anions tested only pyrophosphate and arsenate had any inhibitory effect at final concn. 1mm. 4. Iodosobenzoate (1mm) and p-chloromercuribenzenesulphonate (1mm) inhibited mitochondrial amino acid production by 70-80%, whereas soya-bean trypsin inhibitor, EDTA and di-isopropyl phosphorofluoridate inhibited by a maximum of 30%. Respiratory inhibitors had no effect. 5. Rat-liver homogenate and subcellular fractions each showed an individual pattern of inhibition when a series of inhibitors was tested. 6. Amino acid production by mitochondria was decreased by up to 50% in the presence of oxidizable substrate, apart from alpha-glycerophosphate and palmitate, which had no effect. CoA stimulated amino acid production in tris-hydrochloric acid but not in phosphate buffer, alpha-oxoglutarate abolishing the stimulation. 7. Cysteine and glutathione stimulated amino acid production by whole mitochondria by 30%, but only reduced glutathione stimulated production in broken mitochondria. 8. Adrenocorticotrophic hormone and growth hormone stimulated mitochondrial amino acid production by 21-24%, whereas insulin inhibited production by 25%. 9. Coupled oxidative phosphorylation increased amino acid production by up to 154% at 25 degrees and 40 degrees . The increase was abolished by 2,4-dinitrophenol. 10. Amino acid incorporation in mitochondria was accompanied by an increase in amino acid production, both being decreased by chloramphenicol. 11. Mitochondrial production of ninhydrin-positive material was increased in the presence of albumin. The biggest increase was noted for the soluble fraction of broken mitochondria. No increase was found in the presence of (14)C-labelled algal protein or denatured mitochondrial protein.