Differential proliferation within defined embryonic anlage is likely to play a major role in morphogenesis. We have identified cell populations in the avian embryo that begin exiting the cell cycle as early as the 25-somite stage. These include first the floor plate and then the roof plate of the neural tube, cells that constitute the lamina terminalis and the diencephalic-mesencephalic junction of the developing brain. Outside the nervous system, the central portion of the notochord contains early postmitotic cells. In the heart, such cells will populate the epimyocardium at the level of the truncus arteriosus exclusively and the endocardial cushions that serve as an anchor for the growing intracardial septa. Surprisingly, the endoderm at the level of the prospective midgut is composed of post-mitotic progenitors. These cells are later found both in the caudal portion of the duodenum and in derivatives adjacent to the umbilical region of the primitive midgut. The possible implications of this early, localized withdrawal from the cell cycle to morphogenetic events and lineage segregation are discussed.