Abstract Background: The advent of ERBB2-directed therapies, including trastuzumab and lapatinib, has changed the clinical management of ERBB2+ breast cancer and improved patient outcomes. However, both de novo and acquired resistance to ERBB2-targeting agents remain significant clinical problems; thus, it is important to understand the mechanisms that tumor cells use to resist and/ or escape ERBB2-directed therapeutic agents. A growing body of evidence supports the role of immune effector cells in trastuzumab-induced tumor cell lysis in vivo, which is hypothesized to occur through antibody dependent cellular cytotoxicity (ADCC) mediated by natural killer cells bearing FC gamma receptors. Existing in vitro models of trastuzumab and lapatinib resistance are limited in that they are most often generated by incubating tumor cells with drug alone, outside the context of the host immune system. Consequently, the impact of in vitro generated drug resistance on ADCC susceptibility has not been defined. In this study, we tested existing trastuzumab and lapatinib resistant breast cancer cell lines for ADCC sensitivity. Materials and Methods: The ERBB2 amplified breast cancer cell lines BT474 and SKBR3, which are sensitive to trastuzumab-mediated ADCC, were selected for trastuzumab and lapatinib resistance. Drug resistant cells were generated by serial culture in the presence of escalating doses of trastuzumab and/or lapatinib until complete tolerance was acquired at clinically achievable concentrations (100μg/ml trastuzumab and 2.6μM lapatinib). Drug sensitivity was assessed by Alamar Blue assay. Cell resistance to trastuzumab-mediated ADCC was measured by Calcein-AM release assay, using 1μg/ml antibody concentration and four different effector target ratios (20:1, 10:1, 5:1, and 1:1), with a minimum of five replicates. Human peripheral blood lymphocytes freshly isolated from buffy coat were used as effector cells. Results and Discussion: Neither BT474 nor SKBR3 cells with acquired resistance to single agent trastuzumab (HerR), lapatinib (LapR), or both in combination (DualR) demonstrated cross-resistance to effector cell-mediated ADCC at any of the E:T ratios tested. At the highest E:T ratio tested (20:1), trastuzumab-induced ADCC of control BT474 cells resulted in 61.92% cell lysis (95% CI = 3.97), compared to 64.97% lysis for BT-HerR cells (95% CI = 2.87, Student's t-test p > 0.1). Similarly, BT-LapR and DualR cell lysis was 58.13% and 63.66%, respectively (95% CI = 2.62 and 6.57, Student's t-test p > 0.1). Additionally, trastuzumab-induced ADCC of control SKBR3 cells resulted in 89.98% cell lysis (95% CI = 4.29), compared to 93.53% lysis for SK-HerR cells (95% CI = 0.81, Student's t-test p > 0.1). SK-LapR and DualR cell lysis was 94.81% and 92.09%, respectively (95% CI = 0.6 and 2.66, Student's t-test p > 0.1). Our results indicate the importance of incorporating immune effector cells to in vitro models of trastuzumab resistance. Accordingly, we have begun modeling ADCC resistance in vitro to further investigate the relationship between targeted antibody therapies, effector cell-mediated cytolysis, and mechanisms of tumor immune escape. Citation Information: Cancer Res 2013;73(24 Suppl): Abstract nr P5-08-03.