␣-Phenyl-N-tert-butylnitrone (PBN), a free radical spin trap, has been shown previously to protect retinas against light-induced neurodegeneration, but the mechanism of protection is not known. Here we report that PBN-mediated retinal protection probably occurs by slowing down the rate of rhodopsin regeneration by inhibiting RPE65 activity. PBN (50 mg/kg) protected albino Sprague-Dawley rat retinas when injected 0.5-12 h before exposure to damaging light at 2,700 lux intensity for 6 h but had no effect when administered after the exposure. PBN injection significantly inhibited in vivo recovery of rod photoresponses and the rate of recovery of functional rhodopsin photopigment. Assays for visual cycle enzyme activities indicated that PBN inhibited one of the key enzymes of the visual cycle, RPE65, with an IC 50 ؍ 0.1 mM. The inhibition type for RPE65 was found to be uncompetitive with K i ؍ 53 M. PBN had no effect on the activity of other visual cycle enzymes, lecithin retinol acyltransferase and retinol dehydrogenases. Interestingly, a more soluble form of PBN, N-tert-butyl-␣-(2-sulfophenyl) nitrone, which has similar free radical trapping activity, did not protect the retina or inhibit RPE65 activity, providing some insight into the mechanism of PBN specificity and action. Slowing down the visual cycle is considered a treatment strategy for retinal diseases, such as Stargardt disease and dry age-related macular degeneration, in which toxic byproducts of the visual cycle accumulate in retinal cells. Thus, PBN inhibition of RPE65 catalytic action may provide therapeutic benefit for such retinal diseases.In several previous publications, we have shown that ␣-phenyl-N-tert-butylnitrone (PBN) 4 (see Fig. 1), a commonly used free radical spin trap, provides remarkable protection of photoreceptor and RPE cells from light-induced damage (1-5). Because of its anti-oxidant properties and based on several reports demonstrating beneficial pharmacological effects, including reduction in mortality associated with endotoxin shock (6 -8), neuroprotection in ischemia-reperfusion and aging models (9 -10), and prevention of streptozotocin-induced diabetes in mice (11), we speculated that PBN could be a useful therapeutic intervention against retinal degenerative diseases, such as age-related macular degeneration. Because the retina has a high oxygen demand, is chronically exposed to light, and contains several photosensitizers, oxidative stress is presently considered to be a cause of disease progression in age-related macular degeneration (12). Thus, we speculated that PBN, which is already known to be effective against agerelated and accumulative oxidative stress (13, 14), might also be effective against age-related macular degeneration. The mechanism(s) underlying the PBN-mediated protection of photoreceptor cells are not well understood. Given the role of oxidative stress in retinal light damage (15-18) and the free radical scavenging properties of PBN, it seemed logical to propose that PBN exerts antioxidant function i...