Tamoxifen has been reported to inhibit acidification of cytoplasmic organelles in mammalian cells. Here, the mechanism of this inhibition is investigated using in vitro assays on isolated organelles and liposomes. Tamoxifen inhibited ATP-dependent acidification in organelles from a variety of sources, including isolated microsomes from mammalian cells, vacuoles from Saccharomyces cerevisiae, and inverted membrane vesicles from Escherichia coli. Tamoxifen increased the ATPase activity of the vacuolar proton ATPase but decreased the membrane potential (V m ) generated by this proton pump, suggesting that tamoxifen may act by increasing proton permeability. In liposomes, tamoxifen increased the rate of pH dissipation. Studies comparing the effect of tamoxifen on pH gradients using different salt conditions and with other known ionophores suggest that tamoxifen affects transmembrane pH through two independent mechanisms. First, as a lipophilic weak base, it partitions into acidic vesicles, resulting in rapid neutralization. Second, it mediates coupled, electroneutral transport of proton or hydroxide with chloride. An understanding of the biochemical mechanism(s) for the effects of tamoxifen that are independent of the estrogen receptor could contribute to predicting side effects of tamoxifen and in designing screens to select for estrogen-receptor antagonists without these side effects.Tamoxifen is the most commonly used treatment for breast cancer (1). In addition, it is currently being considered for widespread use in healthy women for breast cancer prevention (2, 3). Yet, despite its widespread use, its mechanisms of action remain obscure. Tamoxifen is a known estrogen receptor modulator that acts as an antagonist or partial agonist. But it has also been reported to have many pleiotropic effects both in vivo and in vitro that cannot be explained by an interaction with the estrogen receptor (4). For example, tamoxifen has been shown to enhance drug sensitivity of multidrug-resistant cells (5-9), inhibit bone resorption and osteoporosis both in vivo and in vitro (10), and inhibit a number of channels, including the volume activated chloride channel (11, 12) and calcium channels (13-16). These effects have been attributed to inhibition of P-glycoprotein (17), calmodulin (15), and direct channel interaction (11), respectively.Previously, we have observed that tamoxifen inhibits acidification of intracellular organelles of both estrogen receptor positive and negative cell lines (18). This inhibition of acidification may be a mechanism for many of the effects of tamoxifen. For example, the effects of tamoxifen on osteoporosis (19), vesicular transport (20, 21), or multidrug resistance (9, 22) are mimicked by blocking the proton vATPase 1 or by a protonophore. This work addresses the mechanism(s) by which tamoxifen inhibits ATP-dependent in vitro acidification of organelles isolated from tissue culture cells, whole tissue, vacuoles from Saccharomyces cerevisiae, and inverted vesicles isolated from Escherichia coli. The ...