Using a tissue culture model developed to study interactions between peripheral neurons and mast cells (MC), time-lapse microscopy showed that RBL-2H3 cells (a model of the mucosal MC) formed attachments with sympathetic neurons, ceased to divide, and moved along neurites toward the cell bodies. Electron microscopy showed significant increase in granules compared to intrinsic controls (RBL cells in coculture but lacking neurite contact). In studies using cohort cultures of 12- to 14-day-old sympathetic neurons, RBL cells adhered more rapidly to neurons than did control YB2/0 cells (a neutral target cell), and were inhibited in growth compared with RBL cells cultured in parallel without neurons. RBL cells cocultured with neurons for 24-48 h took up significantly more 3H-5HT and released a significantly larger percentage of 3H-5HT in response to the calcium ionophore A23187 than RBL cells in parallel pure cultures. Since no change in MC phenotype was seen, we conclude that contact with nerve membrane may be a developmental cue leading to maturation of MC.