Sequential activation of bcl-2 and c-myc appears to be involved in the pathogenesis of rare de novo acute lymphoid leukemias bearing both t(8;14) and t(14;18). Acquisition of t(8;14) by follicular-lymphoma cells with t(14;18) has also been related to the clinical transformation into an overt acute lymphoid leukemia in rare cases reported, and a role for c-myc involvement in the progression of some follicular lymphomas with t(14;18) has been suggested by the detection of c-myc rearrangements in association with histologic transformation. However, c-myc abnormalities different from those observed in Burkitt's lymphoma have been reported in diffuse large-cell lymphomas with breakpoints in 8q24, and a t(8;14) molecularly different from the classical one has been found in follicular lymphomas without t(14;18). We report the preliminary characterization of the EBV-negative cell line U 2904 established from a transformed follicular lymphoma that carries both t(8;14) (q24;q32) and t(14;18) (q32;q21) translocations. U 2904 cells have a mature B-cell phenotype, grow in agarose and are tumorigenic in nude mice. Rearrangements of both c-myc and bcl-2 confirmed the involvement of both oncogenes in the translocations which lead to abundant c-myc and bcl-2 transcripts. Two JH rearrangements and one C alpha rearrangement were observed which did not co-migrate with either c-myc or bcl-2 rearrangements. This is the first report of a cell line bearing both t(8;14) and t(14;18) derived from a follicular lymphoma after documented transformation into a centroblastic lymphoma without leukemic features. U 2904 provides further evidence for the involvement of c-myc in the progression of follicular lymphomas.