Healthy, nonimmunized C57BL/6 (B6) mice contain memory phenotype CD8+ T cells, which are assumed to be generated in response to environmental Ags. Since neonatal mice are functionally lymphopenic within the first days after birth, we investigated the alternative possibility that the memory CD8+ T cells of untreated B6 mice are the result of lymphopenia-induced proliferation during neonatal life. We show here that adoptively transferred CD8+ T cells proliferate in neonatal B6 mice, rapidly produce IFN-γ, and develop into memory cells which are maintained until adulthood. In contrast to CD4+ T cells, neonatal lymphopenia-induced proliferation of CD8+ T cells was IL-7 dependent. Thus, neonatal lymphopenia seems to allow CD8+ thymic emigrants to undergo lymphopenia-induced proliferation during early neonatal life to equip the immune system with a set of preactivated CD8+ T cells before any infection, which might contribute to the rapid initiation of immune responses in the adult.