Healthy human intervertebral discs contain relatively few cells and these are sparsely distributed. A characteristic feature of disc degeneration, however, is the appearance of cell clusters, particularly in damaged areas. How these clusters form is currently unknown. We have examined excised pathological human discs for evidence of cell proliferation. Disc sections were immunostained for the proliferating cell nuclear antigen (PCNA) and the proliferation-associated Ki-67 antigen. PCNA immunopositive cells were observed within degenerate discs, commonly though not exclusively, in cell clusters. Cells immunopositive for the Ki-67 antigen were less prevalent than those for PCNA, but similarly were observed frequently within clusters in degenerate discs. In contrast, immunopositivity for these markers was not common in less degenerate discs or in areas of the disc where cell clusters were not observed. These observations suggest that disc cell proliferation is associated with disc degeneration and is the likely cause of cell cluster formation.