Through its various metabolites, vitamin A controls essential physiological functions. Both naturally occurring metabolites and novel retinoid analogues have shown effectiveness in many clinical settings that include skin diseases and cancer, and in animal models of human conditions affecting vision.In this review, we analyze several potential retinoid-based therapies from the point of view of drug metabolism and transport to target tissues. We focus on the endogenous factors that affect the absorption, transport, and metabolism of retinoids by taking into account data obtained from the analysis of animal models that lack the enzymes or proteins involved in the storage and absorption of retinoids. We also discuss findings of toxicity associated with retinoids in an effort to improve the outcome of retinoid-based therapies. In this context, we review evidence that esterification of retinol and retinol-based drugs within target tissues provides one of the most efficient means to improve the absorption and to reduce the toxicity associated with pharmacological doses of retinoids. Future retinoid-based therapeutic strategies could involve targeted delivery mechanisms leading to lower toxicity and improved effectiveness of retinoids.Vitamin A, retinol, plays essential roles in many biological processes including vision, immunity, growth, development, and cellular differentiation. The various functions of vitamin A are carried out by several known physiologically active metabolites including 11-cis-retinal, the visual chromophore (1), and all-trans-retinoic acid (RA 1 ), which controls gene expression through the RA receptor (RAR) (2,3). Other retinol metabolites that have shown biological activities in vitro are the 9-cis-isomer of RA, which activates both retinoid X receptors (RXRs) and RARs (4), and the retro-retinoids, anhydroretinol (AR), and 14-hydroxy-4,14-retro-retinol (14-HRR), which are involved in the regulation of lymphocyte proliferation (5-7). Alltrans-13,14-dihydroxy-retinol was shown to have activity comparable to that of 14-HRR in supporting the proliferation of promyelocytic HL-60 cells and in the activation of T cells (8). The conversion of all-trans-retinol to all-trans-13,14-dihydroretinol by the recently described † This research was supported in part by U.S. Public Health Service Grants EY01730, EY015399, and EY08061 from the National Eye Institute, National Institutes of Health, Bethesda, MD (to K.P.) and Grant DK068437 from the National Institute of Diabetes and Digestive and Kidney Diseases, National Institutes of Health, Bethesda, MD (to W.S.B.). * To whom correspondence should be addressed. Phone: 216-368-1284. Fax: 216-368-1300. E-mail: ram50@case.edu. ‡ Case Western Reserve University. § Institute of Human Nutrition, Columbia University. || Department of Medicine, Columbia University.1 Abbreviations: A2E, pyridinium bis-retinoid; ADH, medium-chain alcohol dehydrogenases; ADRP, autosomal dominant retinitis pigmentosa; apoE, apolipoprotein E; AR, anhydroretinol; ARAT, acyl-CoA-retin...