Cell transplantation prevents cardiac dysfunction after myocardial infarction. However, because most implanted cells are lost to ischemia and apoptosis, the benefits of cell transplantation on heart function could be improved by increasing cell survival. To examine this possibility, male Lewis rat aortic smooth muscle cells (SMCs; 4 ϫ 10 6 ) were pretreated with antiapoptotic Bcl-2 gene transfection or heat shock and then implanted into the infarcted myocardium of anesthetized, syngenic female rats (n ϭ 23 per group). On the first day after transplantation, apoptotic SMCs were quantified by using transferase-mediated dUTP nick-end labeling staining. On days 7 and 28, grafted cell survival was quantified by using real-time PCR, and heart function was assessed with the use of echocardiographyandtheLangendorffapparatus.SMCsgivenantiapoptotic pretreatments exhibited improvements in each measure relative to controls. Apoptosis was reduced in Bcl-2-treated cells relative to all other groups (P Ͻ 0.05), whereas survival (P Ͻ 0.01) was increased. Heat shock also significantly decreased apoptosis and increased survival relative to control groups (P Ͻ 0.05 for group effect), although these effects were less pronounced than in the Bcl-2-treated group. Further, scar areas were reduced in both Bcl-2-and heat shock-treated groups relative to controls (P Ͻ 0.05), and fractional area change and cardiac function were greater (P Ͻ 0.05 for both measures). These results indicate that antiapoptosis pretreatments reduced grafted SMC loss after transplantation and enhanced grafted cell survival and ventricular function, which was directly related (r ϭ 0.72; P ϭ 0.002) to the number of surviving engrafted cells. cell therapy; Bcl-2; heat shock; ventricular modulation; angiogenesis SKELETAL MYOBLAST TRANSPLANTATION prevents scar thinning and ventricular dilatation after a myocardial infarction and has been associated with improved regional and global function in both animal experimentation (5,17,26) and the initial clinical trials of this intervention (6, 15). The mechanism responsible for this beneficial effect has not been elucidated but may include angiogenesis, altering the elasticity of the ventricular wall, and/or modifying matrix remodeling. These mechanisms were suggested because none of the myriad of implanted cells have been demonstrated to differentiate into functioning cardiomyocytes, nor have they been demonstrated to beat synchronously with the remaining recipient cardiomyocytes. Therefore, the goal of cell transplantation is to establish a graft of viable cells within the infarct region to modify ventricular remodeling and prevent congestive heart failure. If the grafted cells could contribute to the contractility of the infarct scar, the beneficial effect would be enhanced. In the present study, our first aim was to evaluate the efficacy of smooth muscle cell (SMC) transplantation to augment cardiac function, because these cells routinely induce angiogenesis and matrix remodeling and might be ideally suited to efficient...