1Dietary flavonoid quercetin has been suggested as a cancer chemopreventive agent, but the mechanisms of action remain unclear. This study investigated the influence of quercetin on p38-MAPK and the potential regulation of the nuclear transcription factor erythroid-2p45-related factor (Nrf2) and the cellular antioxidant/detoxifying defense system related to glutathione (GSH) by p38 in HepG2 cells. Incubation of HepG2 cell with quercetin at a range of concentrations (5-50μM) for 4 or 18h induced a differential effect on the modulation of p38 and Nrf2 in HepG2 cells, showing 50M quercetin the highest activation of p38 and values similar to those of control cells after 4 and 18h treatment, respectively, together with the inhibition of Nrf2 at both incubation times. Quercetin (50M) induced a time-dependent activation of p38, which was in concert with a transient stimulation of Nrf2 to provoke its inhibition afterward. Quercetin also increased GSH content, mRNA levels of glutamylcysteine-synthetase (GCS) and expression and/or activity of glutathioneperoxidase, glutathione-reductase and GCS after 4h of incubation, and glutathione-S-transferase after 18h of exposure. Further studies with the p38 specific inhibitor SB203580 showed that the p38 blockage restored the inhibited Nrf2 transcription factor and the enzymatic expression and activity of antioxidant/detoxificant enzymes after 4h exposure. In conclusion, p38-MAPK is involved in the 1 Abbreviations used: AKT/PKB, protein kinase B; AP-1, activator protein-1; ARE, antioxidant response element; CHX, cycloheximide; DAPI, 6-diamidino-2-phenylindole; DTT, dithiothreitol; ERK, extracellular regulated kinase; FBS, fetal bovine serum; GAPDH, glyceraldehyde-3-phosphate dehydrogenase; GCS, glutamylcysteine synthetase; GPx, glutathione peroxidase; GR, glutathione reductase; GRB2, growth factor receptor-bound protein 2; GSH, glutathione; GST, glutathione S-transferase; JNK, c-jun amino-terminal kinase; Keap-1, Kelch-like ECH-associated protein-1; MAPK, mitogen-activated protein kinase; MCB, monochlorobimane; NAC, N-acetyl-cysteine; Nrf2, nuclear transcription factor erythroid 2p45 (NF-E2)-related factor; PARP, poly(ADPribose)polymerase; PI3K, phosphatidylinositol-3-kinase; PKC, protein kinase C; PMSF, phenylmethylsulfonyl fluoride; ROS, reactive oxygen species.3 mechanisms of the cell response to quercetin through the modulation of Nrf2 and glutathionerelated enzymes in HepG2 cells.