7-Chloro-5-(4-hydroxyphenyl)-1-methyl-3-(napthalen-2-ylmetyl)-4,5,-dihydro-1H-benzo [b][1,4]diazepin-2(3H)-one (Bz-423) is a proapoptotic 1,4-benzodiazepine that potently suppresses disease in the murine model of lupus by selectively killing pathogenic lymphocytes. In MRL/MpJ-Fas lpr (MRL-lpr) mice, Bz-423 overcomes deficient expression of the Fas death receptor and hyperactivation of antiapoptotic phosphatidylinositol 3-kinase (PI3K)-Akt signaling to specifically kill pathogenic CD4 ϩ T cells. Bz-423 binds to the oligomycin-sensitivity-conferring protein component of the mitochondrial F 0 F 1 -ATPase, which modulates the enzyme leading to formation of superoxide by the mitochondrial respiratory chain. Scavenging this reactive oxygen species blocks all subsequent components of the apoptotic cascade. To gain insight into how apoptotic signaling activated by Bz-423-induced superoxide contributes to the selective depletion of MRL-lpr CD4 ϩ T cells, we characterized the death mechanism in a CD4 ϩ T cell leukemia line (Jurkat). Although Bz-423-induced superoxide indirectly inactivates Akt, this response is not required for T cell death. Apoptosis instead results from parallel increases in levels of the proapoptotic Bcl-2 proteins Noxa and Bak leading to specific activation of Bak, mitochondrial outer membrane permeabilization, and a commitment to apoptosis. By directly up-regulating proteins that trigger loss of mitochondrial outer membrane integrity, Bz-423 bypasses defective Fas function and antiapoptotic PI3K-Akt signaling in MRL-lpr CD4 ϩ T cells. Moreover, because disease-associated abnormalities should sensitize autoreactive CD4 ϩ T cells to transcriptional up-regulation of Noxa by redox signals and to Bak-dependent apoptosis, the apoptotic mechanism elucidated in Jurkat cells provides important clues into the cell-type-and disease-selective effects of Bz-423 in MRLlpr mice.Human and murine lupus is mediated by autoreactive lymphocytes that survive abnormally and are chronically activated because of persistent stimulation with endogenous autoantigens (Hoffman, 2004;Santiago-Raber et al., 2004). Bz-423 is a proapoptotic 1,4-benzodiazepine with therapeutic properties in murine models of lupus that are linked to specific apoptosis of disease-causing lymphocytes (Blatt et al., 2002;Bednarski et al., 2003). In MRL/MpJ-Fas lpr (MRL-lpr) mice, Bz-423 selectively kills splenic CD4 ϩ T cells, which is the lymphoid subset responsible for disease in this model (Bednarski et al., 2003). Treatment is not associated with opportunistic infections, and Bz-423 does not reduce lymphocyte numbers or alter immune function in normal mice, which indicates that this agent is not globally immunosuppressive.Bz-423 binds to the oligomycin-sensitivity-conferring protein subunit of the mitochondrial F 0 F 1 -ATPase, which induces a state 3-to-state 4 respiratory transition and promotes formation of superoxide (O 2 . ) by the mitochondrial respiratory chain (Johnson et al., 2005 . , superoxide; PI, propidium iodide; PBS, phospha...