The purpose of this investigation was to determine fibroblast behavior after implantation of ultra-high molecular weight polyethylene (UHMW-PE) rinsed with saline (control) or coated with poly-L-lysine (PLL), arginine-glycine-aspartic acid (RGD), or arginine-glycine-glutamic acid (RGE) into 16 adult male rats subcutaneously. At 90 days post-implantation, fibroblast counts were highest in the saline rinsed group (34±2 cells/HPF) and significantly reduced in RGD (19±10), RGE (2±3), and PLL (0) treated groups. These findings indicate fibroblast migration in surrounding fibrous tissue can be strongly influenced using various amino acid combination coatings in subcutaneous applications.