Background: In Graves' orbitopathy (GO), increased proliferation, excess adipogenesis, and hyaluronan overproduction produce GO exophthalmos. Enophthalmos occurs in some glaucoma patients treated with Bimatoprost (prostaglandin F 2a , PGF 2a ) eye drops. We hypothesized that enophthalmos is secondary to reductions in orbital tissue proliferation, adipogenesis, and/or increased lipolysis. We aimed to determine which of these is affected by PGF 2a by using the 3T3-L1 murine preadipocyte cell line and primary human orbital fibroblasts (OFs) from GO patients (n = 5) and non-GO (n = 5). Methods: 3T3-L1 cells and orbital OFs were cultured alone or with PGF 2a (all experiments used 10 -8 to 10 -6 M) and counted on days 1/2/3 or 5, respectively; cell cycle analysis (flow cytometry) was applied. Adipogenesis (in the presence/absence of PGF 2a ) was evaluated (day 7 or 15 for 3T3-L1 and primary cells, respectively) morphologically by Oil Red O staining and quantitative polymerase chain reaction measurement of adipogenesis markers (glycerol-3-phosphate dehydrogenase and lipoprotein lipase, respectively). For lipolysis, in vitrodifferentiated 3T3-L1 or mature orbital adipocytes were incubated with norepinephrine and PGF 2a and free glycerol was assayed. Appropriate statistical tests were applied. Results: The population doubling time of 3T3-L1 was 27.3 -1.4 hours-significantly increased by dimethyl sulfoxide 0.02% to 44.6 -4.8 hours ( p = 0.007) and further significantly increased ( p = 0.049 compared with dimethyl sulfoxide) by 10 -8 M PGF 2a to 93.6 -19.0 hours, indicating reduced proliferation, which was caused by prolongation of G2/M. GO OFs proliferated significantly more rapidly than non-GO (population doubling time 5.36 -0.34 or 6.63 -0.35 days, respectively, p = 0.035), but the proliferation of both was significantly reduced (dose dependent from 10 -8 M) by PGF 2a , again with prolongation of G2/M. Adipogenesis in 3T3-L1 cells was minimally affected by PGF 2a when assessed morphologically, but the drug significantly reduced transcripts of the glycerol-3-phosphate dehydrogenase differentiation marker. GO OFs displayed significantly higher adipogenic potential than non-GO, but in both populations, adipogenesis, evaluated by all 3 methods, was significantly reduced (dose dependent from 10 -8 M) by PGF 2a . There was no effect of PGF 2a on basal or norepinephrine-induced lipolysis, in 3T3-L1 or human OFs, either GO or non-GO.Conclusions: The results demonstrate that PGF 2a significantly reduces proliferation and adipogenesis and that human OFs are more sensitive to its effects than 3T3-L1. Consequently, PGF 2a could be effective in the treatment of GO.