Kinins are potent proinflammatory peptides that are produced extracellularly and are rapidly degraded by extracellular peptidases and by intracellular peptidases accessed by kinins via receptor-mediated endocytosis. In this study, we developed model cell systems expressing the kinin B 2 receptor (B 2 R) and the metalloendopeptidase thimet oligopeptidase (EC 3.4.24.15; EP24.15) either individually or together to address 1) the cellular and functional relationship between these proteins and 2) the participation of EP24.15 in the metabolism of bradykinin (BK) after BK internalization via B 2 R. B 2 R was localized almost exclusively in the plasma membrane, whereas EP24.15 was localized both intracellularly and on the cell surface and secreted in the media. Intracellular EP24.15 was present throughout the cell, both cytosolic and particulate, with less nuclear localization and no colocalization with either the endoplasmic reticulum marker calnexin or the Golgi marker GM130. No direct colocalization of B 2 R and EP24.15 was observed using immunofluorescence microscopy. However, the two proteins coimmunoprecipitated specifically, and EP24.15 attenuated maximal B 2 R responsiveness without influencing the potency of BK to stimulate phosphoinositide hydrolysis and intracellular Ca 2ϩ mobilization. Cell surfacebound BK remained intact in cells overexpressing EP24.15 but was degraded intracellularly in an EP24.15-dependent manner upon B 2 R-mediated endocytosis. These results show that EP24.15 acts to negatively regulate B 2 R responsiveness, and it serves as an intracellular peptidase in the degradation of BK specifically internalized via this receptor.Kinins are potent proinflammatory peptides that are rapidly produced extracellularly after pathological insults and tissue damage. These peptides act through two receptor subtypes, B 1 and B 2 , which both belong to the rhodopsin class of the G protein-coupled receptors (GPCR) and through which kinins elicit numerous inflammatory responses including vasodilatation, increased vascular permeability, and pain (Leeb-Lundberg et al., 2005). The B 2 receptor (B 2 R) is constitutively expressed on most cells and is activated by bradykinin (BK) and Lys-BK or kallidin, which are formed via kallikrein-mediated degradation of kininogens. These peptides are susceptible to degradation by a number of peptidases including aminopeptidase P, meprin, endopeptidase 24.15, endopeptidase 24.16, prolyl endopeptidase, neutral endopeptidase 24.11, angiotensin I-converting enzyme (ACE), carboxypeptidase N, carboxypeptidase M, and deamidase (Skidgel, 1992). The carboxypeptidase M and N products desArg 9 -BK and desArg 10 -Lys-BK remain biologically active by acting through the B 1 receptor (B 1 R), which is induced upon tissue damage and inflammatory conditions (Marceau et al., 1998;Leeb-Lundberg et al., 2005), whereas the other peptidases produce biologically inactive kinin fragments. With the exception of ACE, or kininase II, the phys-