Objective：To observe the proliferation activities，phenotype changes and killing activities of liver cell antigen-pulsed den－dritic cells（Ag-DC） cultured with cytokine-induced killer（CIK） cells against HepG2 hepatocarcinoma cells. Methods：Peripheral blood mononuclear cells（PBMNC） were isolated from healthy donors，then DC and CIK cells were induced. The Ag-DC was co-cul－tured with CIK（Ag-DC-CIK） and the phenotype and proliferation of CIK and Ag-DC-CIK cells were observed. Their cytotoxicity ac－tivities against HepG2 hepatocarcinoma cells were detected by MTT assay. Results：The proliferation of Ag-DC-CIK cell group was significantly enhanced and high expressions of double positive cells of CD3+CD8+ and CD3+CD56+ were observed. The proliferation and cytotoxic activity were higher in Ag-DC-CIK cells than in CIK cells（P<0.05）. Conclusion：The proliferation and liver cancer cell-killing activity of Ag-DC-CIK cells which obtained from co-culturing of Ag-DC and CIK cells are significantly higher compared with those of CIK cells.