In order to examine the mechanism of asbestos clastogenicity, CHO cells were treated with chrysotile and crocidolite. Crocidolite and chrysotile were able to induce lipid peroxidation in a dose dependent manner. Ultrafiltrate of culture media from CHO cells treated with chrysotile/crocidolite induced sister chromatid exchange in CHO cells. Ultrafiltrate of culture media from CHO cells treated with chrysotile induced chromosome aberration but it was not statistically significant. Simultaneous treatment of 3-Aminobenzamide (3-AB) or cytosine arabinoside (Ara C) with crocidolite had no effect on the frequency of chromosome aberration by crocidolite whetease posttreatment of caffeine significantly increased the chromosomel aberration by crocidolite. This indicated that DNA damage by asbestos took place at late stage of cell cycle. The results suggested that the ultrafiltrate of media contained clastogenic factor (CF) and lipid peroxidation might be involved in the formation of CF.