Cholangiocytes, the epithelial cells lining the bile ducts in the liver, are periodically exposed to potentially injurious microbes and/or microbial products. As a result, cholangiocytes actively participate in microbe-associated, hepatic proinflammatory responses. We previously showed that infection of cultured human cholangiocytes with the protozoan parasite, Cryptosporidium parvum, or treatment with Gram-negative bacteria-derived LPS, activates NFB in a myeloid differentiation 88 (MyD88)-dependent manner. Here, we describe a novel signaling pathway initiated by Toll-like receptors (TLRs) involving the small GTPase, Ras, that mediates cholangiocyte proinflammatory cytokine production and induction of cholangiocyte proliferation. Using cultured human cholangiocytes and a Ras activation assay, we found that agonists of plasma membrane TLRs (TLR 1, 2, 4, 5, and 6) rapidly (<10 min) activated N-Ras, but not other p21 Ras isoforms, resulting in the rapid (<15 min) phosphorylation of the downstream Ras effector, ERK1/2. RNA interference-induced depletion of TRAF6, a downstream effector of MyD88 and known activator of MAPK signaling, had no effect on N-Ras activation. Following N-Ras activation the proinflammatory cytokine, IL6, is rapidly secreted. Using a luciferase reporter, we demonstrated that LPS treatment induced IL6 promoter-driven luciferase which was suppressed using MEK/ ERK pharmacologic inhibitors (PD98059 or U0126) and RNAiinduced depletion of N-Ras. Finally, we showed that LPS increased cholangiocyte proliferation (1.5-fold), which was inhibited by depletion of N-Ras; TLR agonist-induced proliferation was also inhibited following pretreatment with an IL6 receptor-blocking antibody. Together, our results support a novel signaling axis involving microbial activation of N-Ras likely involved in the cholangiocyte pathogen-induced proinflammatory response.Intrahepatic bile ducts form a complex three-dimensional tubular network that modifies the composition of bile and serves as a conduit for delivery of bile to the duodenum. Although bile is thought to be sterile under normal physiological conditions, biliary epithelial cells lining bile ducts (cholangiocytes) are periodically exposed to potentially pathogenic organisms or products derived from these microbes (1-4). Indeed, cholangiocytes are exposed to bacteria (5-9), viruses (10 -12), and parasites (13-16). Cholangiocyte pathogen recognition promotes innate and adaptive immune responses (4, 17-19) through the expression of adhesion molecules (20 -22) and the secretion of cytokines/chemokines (23, 24) and antimicrobial peptides (18, 23). Thus, cholangiocytes once thought of as an exclusively secretory/absorptive epithelium with a primary role in bile modification, are now recognized as important in the hepatic proinflammatory response to microorganisms or microbially derived products. However, the molecular pathways regulating cholangiocyte recognition and response to microbial insults are obscure and are the focus of the work presented here. Toll-like r...