O147* Aims: Recipients of whole organ allografts were treated in accordance with two therapeutic principles of (1) recipient pretreatment with Thymoglobulin (THY, 3-6 mg/kg) or Campath (CAM, 30 mg) before graft reperfusion and (2) minimum posttransplant immunosuppression consistent with graft survival and function using tacrolimus monotherapy (target trough level of 10 ng/ml). Other agents (e.g. steroid, rapamycin) were added only to treat biopsy-proven rejection. This report described changes in immunological and hematological parameters with a minimum followup of >12 months. Methods: Blood samples were obtained at 1, 3, 6, and 12 months after transplantation for four-color flow cytometry of leukocyte lineages, in vitro cell proliferation assays, and ELISPOT using cadaveric donor splenocytes or live donor PBMC as alloantigens. Results: Pretreatment with THY or CAM resulted in significant posttransplant lymphocyte depletion, which slowly recovered over the next 6-12M. CAM had stronger and prolonged impacts on lymphocyte depletion. Recovery of CD4 population was slower than CD8, resulting in remarkably low CD4/CD8 ratios (<0.8) at 6-12M with a higher incidence in the CAM group. Likewise, DC1 and DC2 populations considerably decreased after transplantation. DC1 gradually recovered and became nearly normal by 12M (49% vs. 57% in normal volunteers); however, recovery of DC2 was remarkably slow, particularly in the CAM group, and was 5.5 ± 5.0% at 12M compared to 15.0 ± 9.0% in the normal. CAM, but not THY, also effectively depleted B cells, and significantly low B cell counts persisted for nearly 12M. At 1 year, 48 of 155 (31%) functioning kidney recipients were on daily immunosuppression with single or multiple drugs. The remaining 107 (69%) were on tacrolimus, cyclosporine, or rapamycin monotherapy, with doses spaced from one every other day to once weekly. Of 95 liver recipients, 26 (27%) are on daily therapy with single or multiple agents, while 69 (73%) are on spaced monotherapy. Detailed in vitro studies (MLR, CML, limiting dilution, ELISPOT) were performed in 20 kidney and 16 liver recipients with >1 year follow-up. Kidney recipients on continuous multiple drugs showed global suppression to mitogens and alloantigens. In contrast, two-thirds of recipients on spaced weaning showed donor-specific hyporeactivity with vigorous responses to mitogens and 3rd party alloantigens. The remaining recipients on spaced monotherapy had intact anti-donor reactivity by MLR; but, CML responses were low with CTLp frequencies of less than 1:90,000-300,000. Patients (n=2) with modest killing (10-16%) with CTLp of 1:60,000-150,000 showed a low frequency of γ-IFN positive cells in ELISPOT. On the contrary, although the majority of liver recipients were in more advanced stages of weaning, correlation between immunosuppression and in vitro results was less clear probably due to the complicated immunological status in this population (e.g. hepatitis). Approximately 50% showed donor-specific hyporeactivity or total suppression in MLR and CML. The remaining half showed reactivity to mitogens and alloantigens (donor and 3rd party) in MLR with a significantly higher background. Donor killing in CML was 8-43% with low CTLp frequencies of 1:<200,000. Conclusions: Donor-specific immune modulation was observed in a subset of allograft recipients pretreated with THY or CAM and given minimal posttransplant immunosuppression. In contrast, patients on continuous multiple drugs showed overall suppression.