Although all-trans-retinoic acid (ATRA) is an effective treatment for acute promyelocytic leukemia and several solid tumors, its use is limited by resistance due to increased metabolism. The most studied mechanism for ATRA resistance is the autoinduced metabolism regulated by the retinoic acid receptor-CYP26 pathway. However, treatment of cancer is usually not done with a single antineoplastic agent, but with a variety of combined chemotherapy regimens, including several anticancer drugs, and other concomitantly administered supportive drugs. Pregnane X receptor (PXR), an orphan nuclear receptor that functions as a ligandactivated transcription factor, serves as an important xenobiotic sensor regulating metabolism and elimination. Many prescription drugs are PXR ligands, which can activate PXR target genes, including phase I enzyme, phase II enzyme, and transporter genes. The present study was designed to examine the role of PXR in ATRA metabolism. Due to the marked species differences in response to PXR ligands, Pxr-null, wild-type, and PXR-humanized transgenic mouse models were used. In addition to pregnenolone 16␣-carbonitrile, several clinically relevant PXR ligands (rifampicin and dexamethasone) all increased ATRA metabolism both in vitro and in vivo, which was PXR-dependent, and upregulation of Cyp3a was the major contributor. Furthermore, induction of the Mdr1a, Mrp3, and Oatp2 genes was also observed. This study suggested that coadministration of PXR ligands can increase ATRA metabolism through activation of the PXR-CYP3A pathway, which might be a mechanism for some form of ATRA resistance. Other PXR target transporters might also be involved.All-trans retinoic acid (ATRA) is currently used as a chemotherapeutic agent against acute promyelocytic leukemia (APL), breast cancer, Kaposi's sarcoma, and glioma (Muindi et al., 1992b;Defer et al., 1997;Toma et al., 2000;Bernstein et al., 2002). ATRA modulates the transcription of a set of genes associated with cellular apoptosis, growth, and differentiation by binding to retinoic acid receptors (RARs) and retinoid X receptors (RXRs). Incorporation of ATRA into the treatment of APL was the most significant step forward over the past 25 years, resulting in very high rates of complete remission and cure. Unfortunately, despite the general efficacy of ATRA-based therapy, a major drawback to its clinical application is the prompt development of resistance.Several mechanisms have been proposed to explain the involved ATRA resistance arising during cancer therapy, including increased metabolism, sequestration by cellular retinoic acid-binding proteins, decreased uptake by P-glycoprotein (Pgp), and mutations in the ligand-binding domain of promyelocytic leukemia protein-RAR␣ fusion protein, most of which, however, were not well elucidated and still remain controversial when comparing in vitro data with in vivo data (Gallagher, 2002). The only well recognized mechanism is the clear relationship between induction of ATRA metabolism and progressive clinical resista...