Purpose: Fluorophore activation after cellular internalization of a targeted fluorescently labeled conjugate is an effective molecular imaging strategy to increase target-to-background ratios. The D-galactose receptor on ovarian cancer cells has been used to target self-quenched avidinrhodamineX conjugates in which the avidin component binds to D-galactose receptor and the rhodamines are optically activated by dequenching only after cellular internalization. As a nonimmunogenic alternative of avidin, galactosamine-conjugated serum albumin (GmSA) targets the D-galactose receptor with higher binding affinity and has more conjugation sites available for rhodamineX than avidin. Experimental Design: GmSA was conjugated with 20 rhodamineX molecules (GmSA-20ROX) to create a self-quenching complex, which was compared with a conjugate consisting of GmSA and a single rhodamineX (GmSA-1ROX) in ex vivo chemical activation characteristics, intracellular activation, and in vivo molecular imaging for detecting peritoneal micrometastases of SHIN3 ovarian cancer. Results: GmSA-20ROX was five times brighter than GmSA-1ROX when incubated with SHIN3 ovarian cancer cells for 3 h. Submillimeter SHIN3 ovarian cancer implants in the peritoneal cavity were clearly visualized in vivo with spectral fluorescence imaging due to the high tumorto-background ratio. The sensitivity and specificity of GmSA-20ROX for implant detection were determined by colocalization of the rhodamineX emission with red fluorescent protein expressed constitutively in the SHIN3 tumor implants. Among 336 lesions, sensitivity and specificity were 99%/99%, respectively, for GmSA-20ROX, whereas the results for GmSA-1ROX were only 24%/100% (n = 388), respectively, for lesions f0.8 mm or greater in diameter. Conclusion: Self-quenched GmSA-20ROX is more efficient than previous D-galactoset argeted fluorescent conjugates.Improving the detection of ovarian cancer peritoneal metastases during surgical resection could lead to better cancer outcomes. Optical fluorescence imaging has been proposed as means of guiding surgical resections because of its high sensitivity, its low cost, its compatibility with the operating room environment, and its absence of ionizing radiation (1). Several approaches have been proposed for enhancing the detection of cancer foci, including somatostatin receptor-targeted probes (2), folate receptor-targeted agents (3), D-galactose (asialo) receptor-targeted agents (1, 4 -8), tumor-associated protease activatable agents (9 -11), and hybrid viral particles (12). To achieve high sensitivity, the signal from the target tissue must greatly surpass the signal from the background and the extent to which the target-to-background ratio is maximized determines the ultimate sensitivity of the complex.A common approach to optimize target-to-background ratios is to use fluorophore activation wherein the fluorophore emits minimal light in the unactivated state but increases its emission several fold in the activated state. For instance, Weissleder et al...