Breast cancer is the most common cancer among American women, whereas Asian women, who consume a traditional diet high in soy products, have a relatively low incidence. Genistein is a prominent iso¯avonoid in soy products and has been proposed as the agent responsible for lowering the rate of breast cancer in Asian women. We investigated the e ects of genistein on cell growth and apoptosis-related gene expression in breast cancer cells MDA-MB-231. We found upregulation of Bax and p21 WAF1 expressions and downregulation of Bcl-2 and p53 expression in genisteintreated cells. Furthermore, DNA ladder formation, CPP32 activation, and PARP cleavage were observed after treatment with genistein, indicating apoptotic cell deaths. Flow cytometry with 7-amino actinomycin D staining showed that the number of apoptotic cells increased with longer treatment of genistein. From these results, we conclude that genistein inhibits the growth of MDA-MB-231 breast cancer cells, regulates the expression of apoptosis-related genes, and induces apoptosis through a p53-independent pathway. The up-regulation of Bax and p21 WAF1 may be the molecular mechanisms by which genistein induces apoptosis, however, further de®nitive studies are needed. These results suggest that genistein may be a potentially e ective chemopreventive or therapeutic agent against breast cancer.