Objective-The activity of the antitumoral agent bexarotene (Targretin, Bexarotene) depends on its binding to the nuclear retinoid-X receptor (RXR) and subsequent transcriptional regulation of target genes. Through RXR activation, bexarotene may modulate numerous metabolic pathways involved in atherosclerosis. Here, we investigated the effect of bexarotene on atherosclerosis progression in a dyslipidemic murine model, the human apolipoprotein E2 knockin mouse, that develops essentially macrophage-laden lesions. Methods and Results-Atherosclerotic lesions together with different metabolic pathways involved in atherosclerosis were investigated in mice treated or not with bexarotene. Bexarotene protects from atherosclerosis development in mice, at least in part by improving the circulating cholesterol distribution profile likely via a marked decrease of dietary cholesterol absorption caused by modulation of intestinal expression of genes recently identified as major players in this process, Niemann-Pick-C1-Like1 (NPC1L1) and CD13. This atheroprotection appears despite a strong hypertriglyceridemia. Moreover, bexarotene treatment only modestly modulates inflammatory gene expression in the vascular wall, but markedly enhanced the capacity of macrophages to efflux cellular lipids. Conclusion-These data provide evidence of a favorable pharmacological effect of bexarotene on atherosclerosis despite the induction of hypertriglyceridemia, likely via a beneficial action on intestinal absorption and macrophage efflux. exarotene [Targretin,6,7,5,5,8, ethenyl] benzoic acid] is an antitumoral agent used as chemotherapy in the treatment of cutaneous T-cell lymphoma. 1 Bexarotene is currently being evaluated for the treatment of other cancers 1 and psoriasis. 2 Thus, bexarotene is both an element of the current antitumoral therapeutic arsenal and a molecule with emerging and promising effects in various pathologies.Atherosclerosis is a complex inflammatory pathology of the vascular wall, precipitated by systemic factors, such as qualitative or quantitative abnormalities of circulating lipids and lipoproteins. Blood lipid concentrations reflect an equilibrium between absorption of dietary lipids in the small intestine, production after endogenous synthesis in the liver, and removal by different peripheral tissues and the liver. In pathological conditions, circulating atherogenic lipoproteins can be taken up by macrophages in the vascular wall, thus initiating an inflammatory process leading to a progressive evolution of atherosclerosis. Through the action of locally produced cytokines and other inflammatory proteins leading to cell migration and proliferation, the vascular wall is continuously remodeled. Atherosclerosis progressively evolves from the simple fatty streak to advanced atherosclerotic plaques, which may ultimately lead to plaque rupture and thrombus formation.The pharmacological responses to bexarotene originate from the transcriptional control of gene programs via activation of a member of the nuclear receptor superf...