Insulin regulates hepatic VLDL production by activation of phosphatidylinositide 3-kinase (PI3-kinase) which decreases apo B available for lipid assembly. The current study evaluated the dependence of the VLDL apolipoprotein B (apo B) pathway on PI3-kinase activity in vivo. VLDL production was examined in B100 only, apo B mRNA editing catalytic subunit 1 (apobec-1 Ϫ/Ϫ ) mice, using the Triton WR 1339 method. Glucose injection suppressed VLDL triglyceride production by 28% in male and by 32% in female mice compared with salineinjected controls. When wortmannin was injected to inhibit PI3-kinase, VLDL triglyceride production was increased by 52% in males and by 89% in females, and VLDL B100 levels paralleled triglyceride changes. Pulse-chase experiments in primary mouse hepatocytes showed that wortmannin increased net freshly synthesized B100 availability by Ͼ35%. To test whether physiological insulin resistance produced equivalent effects to wortmannin, we studied male apobec-1 Ϫ/Ϫ mice who became hyperlipidemic on being fed a fructoseenriched diet. Fructose-fed apobec-1 Ϫ/Ϫ mice had significantly higher VLDL triglyceride and B100 production rates compared with chowfed mice, and rates were refractile to glucose or wortmannin. Hepatic VLDL triglyceride and B100 production in wortmannin-injected chow-fed mice equaled that observed in fructose-fed mice. Together, results suggest in vivo and in vitro that wortmannin-sensitive PI3-kinases maintain a basal level of VLDL suppression that is sensitive to changes in activation and that can increase VLDL production when PI3-kinase is inhibited to levels similar to those induced by insulin resistance.very low-density lipoprotein INSULIN RESISTANCE IS A KEY component of metabolic syndrome (20,26). The dyslipidemia associated with insulin resistance is characterized by hyperinsulinemia and hypertriglyceridemia that results from enhanced VLDL production by the liver (15). Apolipoprotein B (apo B) is a structural protein necessary for the assembly of VLDL by the liver and for that of chylomicrons (CM) by the intestine (9). Two forms of apo B are synthesized, B100 and B48, through a process involving apo B mRNA editing and apo B mRNA editing catalytic subunit 1 (apobec-1) (reviewed in Ref.2). Assembly of VLDL particles and VLDL secretion are complex processes involving multiple mechanisms that control apo B stability and degradation (12, 13). Regulation of triglyceride, phospholipid, and apo B components of VLDL particles are asynchronous and appear to involve independent control mechanisms (14). Recent studies from our laboratory (6) suggest that in insulin resistance states, hepatic output of VLDL apo B and triglyceride (TG) is increased, which involves altered posttranscriptional regulation of apo B availability and transcriptional changes mediated through sterol regulatory element binding proteins that regulate lipogenesis (19) and increase TG production.Insulin inhibits the secretion of VLDL apo B by perfused rat liver (34), by primary rat (29, 33), human hepatocytes (27), ...