Abstract NAD(P)H-Quinone Oxidoreductase 1 (NQO1) is a key antioxidant enzyme that protects against quinone derived reactive intermediates and maintains a cellular pool of antioxidants. Recent studies from our laboratory and others have been found that the expression levels of NQO1 and several GST family genes are significantly suppressed in prostate tumors in preclinical mouse models. In this study, we investigated the role of NQO1 in prostate carcinogenesis. First, we characterized basal NQO1 expression in normal prostate cells (RWPE-1), initiated prostatic epithelium (BPH-1) and prostate cancer cells (LNCaP, C42B, PC-3 and DU145). Unlike in hormone-induced tumors in vivo, in-vitro study showed increased NQO1 expression in cancer cells compared to normal cells, and that finding was consistent with other cancer cell lines such as bladder, pancreatic and melanoma cells. Stable RNAi-mediated knockdown of NQO1 in prostate cancer cells increased cell proliferation and susceptibility to oxidant treatment. Furthermore, whole genome microarray revealed that NQO1 knockdown in LNCaP cells resulted in 1603 signature genes being deregulated. COL12A1, MCP-1/CCL2, IL-8, IL1R2 mRNA were among those that showed most highly significant increase (>6 fold; p<0.01)., whereas mRNA for nucleoplasmin 2, phosphotyrosine domain interacting protein PID1 and the melanoma tumor specific antigen gene family member MAGEC1 were highly significantly decreased (>12 fold; p<0.01). Investigations are under way to determine whether these genes are direct or indirect targets of NQO1. Thus, antioxidant NQO1 plays a significant but paradoxical role acting as a double-edged sword to regulate cellular processes. However, the mechanism by which the differential expression of these genes is regulated through NQO1 still remains to be elucidated. Blocking NQO1 may regulate ARE-related transcription factors, which in turn, possibly control antioxidant and pro-inflammatory pathways. Citation Format: {Authors}. {Abstract title} [abstract]. In: Proceedings of the 103rd Annual Meeting of the American Association for Cancer Research; 2012 Mar 31-Apr 4; Chicago, IL. Philadelphia (PA): AACR; Cancer Res 2012;72(8 Suppl):Abstract nr 2061. doi:1538-7445.AM2012-2061