Given the important role of radiotherapy in cancer cure, few recent observations showed that tumor-cell-compartment and stromal-compartment interplay could be involved in treatment failure. We show that cultured B16F10 melanoma cells displayed a radioinduced invasive phenotype and an activated endothelial protective paracrine pathway, and that coadministration of an MMP-inhibitor, metastat, could reverse these enhanced invasive capabilities possibly involving VEGF release. B16F10 melanoma and HMEC endothelial cells underwent IR at 2 Gy, 4 Gy and 8 Gy ± Metastat ± aVEGFMoAb (specific neutralizing VEGF-inhibitor monoclonal antibody), before clonogenic/proliferation assays, zymography, matrigel assays, and condition medium collection for VEGF-ELISA, or used to interact in HMEC matrigel assays. In brief, for testing endothelial cell invasion, HMEC were first diluted in irradiated-melanoma-conditioned-medium (B16CM) and added to the upper chambers before same treatments conditions were applied. 1.No enhancement of radiation response on clonogenic survival and cell proliferation by Metastat: No difference in surviving fractions or in proliferation is observed when non cytotoxic metastat is combined to IR neither for B16, nor for HMEC. 2.Metastat abrogates irradiation-induced melanoma cell invasiveness: IR increases B16-invasion, in a time and dose-dependent manner, up to 3 fold. Metastat brought invasion rate under basal control level. 3.Conditioned-medium from 8Gy irradiated B16 cells (B16CM) promotes HMEC cell invasiveness which can be reversed by metastat: Exposed to conditioned medium issued from irradiated B16F10 cells (8Gy/48h), invasive potentials of the endothelial cells significantly increase (>2fold). Metastat addition again decreased this B16CM-induced invasion by 4 fold. Unlike the B16F10 cells, irradiated HMEC at 4 Gy did not display a significant change in their invasiveness compared to the unirradiated HMEC. 4.Irradiation increases MMP-2 activity in vitro on B16 melanoma cells: MMP activity is induced by irradiation, in a time and dose-dependent-manner on zymography tests: (maximum at 48h/ 8Gy) both for active form and the MMP2-proenzyme. 5.Irradiation decreases MMP-2 activity in vitro on endothelial HMEC cells: MMP activity is inhibited, in a time and dose-dependent-manner (minimum 48h/8Gy) 6.Irradiation increases VEGF-expression in B16F10 and is reversed by metastat: the melanoma cells display a time-dependent increase in VEGF secretion at 8Gy of IR: conditioned medium showed significant elevation (P < 0.05) of VEGF relative expression at 48h (more than 3 fold). Addition of Metastat almost completely abrogated these changes. For endothelial cells, no VEGF could be detected in any condition except, although at low levels, after 48h. 7.Irradiation-induced melanoma-cell-invasiveness and HMEC-B16-conditioned-medium-induced-invasiveness are specifically but partially inhibited by a specific neutralising anti-VEGF monoclonal antibody: a 2 fold inhibition of cell invasion in response to 8Gy-IR induction of B16 invasive potential is reached, and a 2 fold HMEC inhibition of the invasion induced by the B16CM. Nor for the irradiated melanoma cells, neither for the irradiated endothelial cells the degree of inhibition provided by the aVEGFMoAb could reach the one achieved by Metastat. These data, added to our in-vivo results, are suggesting the existence of a radiation-induced tumor-surviving pathway involving at least the MMP proteolytic system, which was impeded by an MMP inhibitor. In addition, these results underscore that this radio-induced paracrine protective pathway, partially involving VEGF release by the tumor cells, is also sustaining endothelial cells and that other MMP-downstream compound should be unfolded.