Controversy surrounds the efficacy and safety of 17β-estradiol (E 2 )-mimetic therapies to women for treatment of menopausal symptoms. An important question is the nature of the trophic actions of E 2 -mimetics in the brain for behavioral processes versus in the periphery for beneficial effects related to osteoporosis, or unwanted proliferative effects in reproductive tissues, such as mammary glands and uterus. Of recent interest are the effects of selective estrogen receptor modulators (SERMs), which can have tissue specific actions, for these processes. In the present study, the effects was determined of E 2 alone, or co-administered with a SERM, raloxifene, for anxiety-like, depressionlike and trophic peripheral effects in ovariectomized rats that were exposed to a chemical carcinogen (7, 12-dimethylbenz(a)anthracene; DMBA), or not. Once per week, rats were administered vehicle, E 2 (0.09 mg/kg) and/or raloxifene (1 mg/kg) s.c. 44-48 hours before testing in a positive control, E 2 -dependent behavior (lordosis), depression (forced swim test), and anxiety (elevated plus maze) behavioral assays. In addition to behavioral endpoints, incidence and number of tumors, and tumor, pituitary gland, and uterine weight 14 weeks after carcinogen-exposure, and weekly hormone treatments, were analyzed. Rats administered DMBA had increased number and size of tumors, compared to vehicle treatment. E 2 +raloxifene increased the number of tumors. Administration of E 2 or E 2 +raloxifene, but not raloxifene alone, increased pituitary and uterine weight, compared to vehicle administration. E 2 or E 2 +raloxifene, but not raloxifene alone, also increased incidence of lordosis and reduced depression-like behavior in the forced swim test (i.e. decreased time spent immobile) compared to vehicle administration. However, administration of E 2 or raloxifene reduced anxiety behavior in the elevated plus maze (i.e. increased time spent on the open arms of the maze), compared to vehicle. Together these data demonstrate that E 2 and/or raloxifene can have some effects to alter behavior of ovariectomized rodents, depending upon task. As well, E 2 , with or without raloxifene, can also have clear trophic actions in peripheral tissues, such as carcinogen-induced tumors, uterus, and pituitary glands.