M cells are a kind of intestinal epithelial cell in the follicle-associated epithelium (FAE) of Peyer's patches (PP). These cells can transport antigens and microorganisms into underlying lymphoid tissues. Despite the important role of M cells in mucosal immune responses, the origin and mechanisms of differentiation as well as cell death of M cells remain unclear. In order to clarify the mechanism of M cell differentiation, we established a novel murine intestinal epithelial cell line (MIE) from the C57BL/6 mouse. MIE cells grow rapidly and have a cobblestone morphology, which is a typical feature of intestinal epithelial cells. Additionally, they express cytokeratin, villin, cell-cell junctional proteins, and alkaline phosphatase activity, and can form microvilli. Their expression of Musashi-1 antigen indicates that they may be close to intestinal stem cells or transit-amplifying cells. MIE cells are able to differentiate into the M cell lineage following co-culture with intestinal lymphocytes, but not with Peyer's patch lymphocytes (PPL). However, PPL co-stimulated with anti-CD3/CD28 mAbs caused MIE cells to display typical features of M cells, such as transcytosis activity, the disorganization of microvilli and the expression of M cell markers. This transcytosis activity of MIE cells was not induced by T cells isolated from PPL co-stimulated with the same mAbs, and was reduced by the depletion of the T cell population from PPL. A mixture of T cells treated with mAbs and B cells both from PPL led MIE cells to differentiate into M cells. We report here that MIE cells have the potential ability to differentiate into M cells, and that this differentiation required activated T cells and B cells.