We used a combined proteomic and functional biochemical approach to determine the overall impact of 17-estradiol (E 2 ) on mitochondrial protein expression and function. To elucidate mitochondrial pathways activated by E 2 in brain, two-dimensional (2D) gel electrophoresis was conducted to screen the mitoproteome. Ovariectomized adult female rats were treated with a single injection of E 2 . After 24 h of E 2 exposure, mitochondria were purified from brain and 2D analysis and liquid chromatography-tandem mass spectrometry protein identification were conducted. Results of proteomic analyses indicated that of the 499 protein spots detected by image analysis, a total of 66 protein spots had a twofold or greater change in expression. Of these, 28 proteins were increased in expression after E 2 treatment whereas 38 proteins were decreased in expression relative to control. E 2 regulated key metabolic enzymes including pyruvate dehydrogenase, aconitase, and ATP-synthase. To confirm that E 2 -inducible changes in protein expression translated into functional consequences, we determined the impact of E 2 on the enzymatic activity of the mitochondrial electron transport chain. In vivo, E 2 treatment enhanced brain mitochondrial efficiency as evidenced by increased respiratory control ratio, elevated cytochrome-c oxidase activity and expression while simultaneously reducing free radical generation in brain. Results of these analyses provide insights into E 2 mechanisms of regulating brain mitochondria, which have the potential for sustaining neurological health and prevention of neurodegenerative diseases associated with mitochondrial dysfunction such as Alzheimer's disease.