Tissue inhibitors of matrix metalloproteinases (TIMPs) are a family of natural inhibitors that control the activity of matrix metalloproteinases (MMPs) in the extracellular matrix (ECM). Four members of this family have been so far characterized in a variety of species. These inhibitors share a similar structural feature characterized by the presence of 12 cysteine residues involved in disulfide bonds and a similar function by their ability to form inhibitory complexes with MMPs. The role of TIMPs in cancer has been the subject of conflicting reports with an antitumor activity reported by some investigators and a growth stimulation activity reported by others. Here we will discuss a series of data obtained in our laboratory supporting a role of TIMPs not only as inhibitors of invasion but also as regulators of cell growth. Using placental development as an example of a regulated invasive process, we have observed that the levels of TIMP-2 and TIMP-3 steadily increase between day 14.5 and 17.5 post-coitus. TIMPs are selectively expressed by spongiotrophoblastic cells that separate the labyrinthine zone, rich in fetal blood vessels and maternal blood sinuses, from the zone of giant cells forming the border between fetal and maternal tissues. TIMPs are also potent inhibitors of tumor growth in vivo. In melanoma cells, we have previously reported that over-expression of TIMP-2 inhibits the growth of tumors implanted in the skin of scid mice. This growth inhibition seems independent of angiogenesis but dependent on the collagen matrix. We observed that in the presence of fibrillar type I collagen, melanoma cells undergo a growth arrest at the G1 to S interphase transition of the cell cycle. This arrest is specific to the fibrillar structure of collagen because it is not observed in the presence of non-fibrillar collagen or other ECM components. It is associated with a specific upregulation of the cyclin inhibitor p27KIP1. The data therefore indicate that anchorage independent cells remain sensitive to growth regulatory signals that originate from the ECM and that these signals can specifically block tumor cell cycle. Thus our concept of the role of protease inhibitors such as TIMPs in cancer has substantially changed from an initial focus on inhibition of tumor invasion and metastasis to a broader focus on being molecules that--via their function as regulators of the ECM homeostasis--can control tumor cell growth.