Cocaine inhibits survival and growth of rat locus coeruleus (LC) neurons, which may mediate alterations in attention, following in utero exposure to cocaine. These effects are most severe in early gestation during peak neuritogenesis. Prenatal cocaine exposure may specifically decrease LC survival through an apoptotic pathway involving caspases. Dissociated fetal LC neurons or substantia nigra (SN) neurons (control) were exposed in vitro to a pharmacologically active dose of cocaine hydrochloride (500 ng/ml) and assayed for apoptosis using TUNEL and Hoechst methodologies. Cocaine exposure decreased survival and induced apoptosis in LC neurons, with no changes in survival of SN neurons. Activation of apoptotic signal transduction proteins were determined using enzyme assays and immunoblotting at 30 min, 1 h, 4 h and 24 h. In LC neurons, Bax levels were induced at 30 min and 1 h, following cocaine treatment, and Bcl-2 levels remained unchanged at all time points, altering the Bax/Bcl-2 ratio. The ratio was reversed for SN neurons (elevated Bcl-2 levels and transient reduction of Bax levels). Further, cocaine exposure significantly increased caspase-9 and caspase-3 activities at all time points, without changes in caspase-8 activity in LC neurons. In addition, cleavage of caspase-3 target proteins, α-fodrin and PARP were observed following cocaine treatment. In contrast, SN neurons showed either significant reductions, or no significant changes, in caspase-3, 8 or 9 activities or caspase-3 target proteins, α-fodrin and PARP. Thus, cocaine exposure in vitro may preferentially induce apoptosis in fetal LC neurons putatively regulated by Bax, via activation of caspases and its downstream target proteins. Keywords noradrenergic; drug abuse; apoptosis; attention; rat; cocaine Prenatal cocaine exposure has deleterious effects on the developing fetus, (Schenker et al., 1993;Keller and Snyder-Keller, 2000). One prominent behavioral abnormality associated with prenatal cocaine exposure in offspring is attentional dysfunction (Mayes et al., 1998; Singer *Author to whom correspondence should be addressed: Swatee Dey, DSc. Department of Anatomy and Neurobiology and Graduate Center for Toxicology, The University of Kentucky, Willard Medical Center -800 Rose St., MN225, Lexington, KY 40536-0298, Phone: (859) 323 3720, FAX: (859) 323-5946, Email: sdey0@uky.edu. Publisher's Disclaimer: This is a PDF file of an unedited manuscript that has been accepted for publication. As a service to our customers we are providing this early version of the manuscript. The manuscript will undergo copyediting, typesetting, and review of the resulting proof before it is published in its final citable form. Please note that during the production process errors may be discovered which could affect the content, and all legal disclaimers that apply to the journal pertain. et al., 2000), however, the cellular mechanisms underlying this deficit has not been identified. A variety of studies implicate the noradrenergic system being affected by pren...