Intimal thickening after vascular injury is thought to be modulated in part by heparin binding growth factors. We hypothesized that placement of a therapeutic polymer in the periadventitial space capable of tightly binding growth factors might alter the vascular response to injury. We first tested the effects of polymeric β -cyclodextrin sulfate (P-CDS) on smooth muscle cell (SMC) proliferation using a quantitative protein accumulation assay. Incubation of rat aortic SMC (2500 cells/microwell in 10% FCS, n = 96) with P-CDS was associated with a dose dependent inhibition of proliferation, with maximum inhibition ≈50% vs. control at 1 mg/ml (p < 0.05). The proliferation assays were repeated using media containing only recombinant basic FGF (bFGF, 5 μg/ml) which had been exposed to P-CDS (1 mg/ml) for varying periods of time (1 min to 3 days). We demonstrated a time dependent reduction of the bFGF mitogenic activity, with complete removal of all activity within 60 minutes. Using radiolabeled bFGF (0.25 μg/ml), we observed rapid association (0.23 min -1 ) and dissociation (7.3 μ 10–5 min -1 ) rates, suggesting a high affinity interaction. We then tested the effects of P-CDS on SMC migration (using a linear under-agarose assay) and demonstrated treatment of rat aortic SMC with P-CDS (1 mg/ml) in the agar resulted in ≈50% reduction in SMC migration vs. control at 72 hours (p < 0.05). Finally, the effects of P-CDS in vivo were studied in the rat carotid balloon injury model. SD rats (< 350 g) were randomized to periadventitial P-CDS (10 mg) or no treatment, additional rats received treatment with unsulfated β-cyclodextrin polymer (PCD). Morphometric analyses at 4 (n = 20), 14 (n = 59), and 88 days (n = 14) demonstrated >40% reduction of intimal area and intima/media area ratios only in the P-CDS rats. No inhibition was seen with P-CD treated rats. Decreased bromodeoxyuridine labeled SMC (79 ± 11 vs 144 ± 23, p = 0.01) were noted in the intima of P-CDS rats at 14 days. At all time points, there were reduced total SMC counts and no reduction in % proliferation in the intima of P-CDS rats, suggesting greater effects on SMC migration than proliferation in vivo . Endothelial cell regrowth (by Evans blue staining) was increased in the P-CDS rats at 14 (4.4 vs 2.2 mm, p = 0.09) and 88 days (13.0 vs 9.2 mm, p < 0.01). Periadventitially applied polymeric β-cyclodextrin sulfate produces sustained inhibition of intimal thickening following vascular injury, possibly by modulating cellular processes mediated by heparin binding growth factors.