Abstract Most women diagnosed with ovarian cancer initially present with metastatic disease characterized by peritoneal implants and ascites. Activation of inflammatory processes mediated by nuclear factor-kappa B (NF-κB) is thought to be critical to the distinct clinical pattern of spread of ovarian tumors. However, the relative contribution of NF-κB activity in tumor cells and host inflammatory cells to ovarian cancer progression remains unknown. Therefore, our goal was to develop and characterize model systems to investigate NF-κB activity in these cell populations during ovarian tumorigenesis. To study the host NF-κB response, ID8 mouse ovarian cancer cells were injected intra-peritoneally into C57BL/6 mice carrying an NF-κB-dependent green fluorescent protein (GFP)/luciferase fusion transgene (NGL). In a reciprocal approach, ID8 cells stably expressing the NGL reporter (ID8-NGL) were injected into wild-type C57BL/6 mice to investigate NF-κB activation in the developing tumor. Non-invasive imaging of the mice was performed by bioluminescence imaging (BLI) of the NGL reporter and by positron emission tomography (PET-CT) imaging of abdominal tumor burden. Preliminary experiments confirmed these models were highly reproducible, with peritoneal-wide tumor dissemination accompanied by the onset of late-stage, irreversible ascites. Mice injected with ID8-NGL cells showed greater than 100-fold increase in NF-κB reporter activity during tumor progression. There was a modest overall decrease in abdominal NF-κB activity over time in ID8-injected NGL mice, although the possibility of “masking” effects of the ascites fluid on bioluminescence, and NF-κB activity in specific host cell populations, need to be elaborated. These models will allow us to define the patterns of NF-κB activity in the host-tumor microenvironment during ovarian cancer progression, and will provide a powerful platform for future preclinical investigation of novel therapeutic agents targeting NF-κB in ovarian cancer. 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 320. doi:1538-7445.AM2012-320