Cells respond to a variety of stresses by activating the transcription of a battery of "acute phase" or "stress response" genes. The nature of this response is tailored to the nature of the stress. The extent to which physiologically and pathophysiologically induced growth arrest share common genomic responses is unclear. We therefore compared the effects of a physiologically induced (serum and nutrient depletion) and a chemically induced (2-Br-bis-(GSyl)HQ and 2-Br-6-(GSyl)HQ) stress in renal tubular epithelial cells (LLC-PK 1 ). The response to physiological stress, induced by serum depletion, involves growth arrest characterized by an inhibition of DNA synthesis that occurs in the absence of a decrease in histone mRNA or an increase in gadd153 mRNA, one of the growth arrest and DNA damage inducible genes. In contrast, the chemical-induced stress involves growth arrest accompanied by a decrease in histone mRNA, particularly core histone H2B and H2A mRNA, and the induction of gadd153. Chemical-induced changes in histone mRNA inversely correlate to changes in the expression of a stress gene, hsp70, whose expression is dependent upon the maintenance of appropriate nucleosomal structure.Cells respond to a variety of stresses by activating the transcription of a battery of "acute phase" or "stress response" genes (1, 2). The nature of this response is tailored to the nature of the stress. For example, serum-and nutrient-deprived cells usually enter a quiescent state (G 0 ) that requires both the up-regulation and down-regulation of genes involved in growth control. In contrast, the initial response to DNA-damaging agents includes arrest of cell cycle progression, presumably to facilitate the transcription of a battery of genes involved in the DNA repair process (3) prior to DNA replication (G 1 arrest) and cell division (G 2 arrest). The extent to which physiologically and pathophysiologically induced growth arrest share common genomic responses is unclear and is the focus of the present studies.The conjugation of ortho-, or para-quinones with GSH results in the formation of conjugates that frequently exhibit more potent toxicological activity than the parent quinone (4). GSH conjugates of polyphenolics are also formed as metabolites of a variety of "non-genotoxic" carcinogens (5-7). As a model of quinone-thioether-mediated toxicity we have been investigating the cellular and molecular responses to 2-Br-bis-(glutathion-S-yl)hydroquinone (2-Br-bis-(GSyl)HQ) 1 and 2-Br-6-(glutathion-S-yl)hydroquinone (2-Br-6-(GSyl)HQ). 2-Br-bis-(GSyl)HQ (30 mol/kg) causes margination of heterochromatin and loss of chromatin staining when administered to male Fischer 344 rats (8), and in renal tubular epithelial cells (LLC-PK 1 ) it causes the formation of single strand breaks in DNA (9), rapid inhibition of DNA synthesis (10), and the induction of the growth arrest and DNA damage-inducible gene, gadd153 (10). Quinone-thioethers therefore provide a useful model with which to investigate chemically induced growth arrest and the consequ...