SUMMARY:Central nervous system dysfunction is commonly observed in children with HIV-1 infection, but the mechanisms whereby HIV-1 causes encephalopathy are not completely understood. We have previously shown that human brain microvascular endothelial cells (HBMEC) from children are responsive to gp120 derived from X4 HIV-1 by increasing expression of intercellular adhesion molecule (ICAM)-1 and vascular cell adhesion molecule-1. However, the mechanisms involved in gp120-mediated up-regulation of cell adhesion molecule expression is unclear. In the present study, we found that gp120 derived from both X4 and R5 HIV-1 induced increased expression of ICAM-1 on HBMEC, but the degree of this up-regulation differed among the various HBMEC isolates. The up-regulation of ICAM-1 was inhibited by anti-CD4 antibodies as well as by specific antibodies directed against chemokine receptors and small-molecule coreceptor inhibitors. Anti-CD4 antibodies inhibited the increase in ICAM-1 expression mediated by gp120 derived from X4 and R5 HIV-1, whereas antibodies against chemokine receptors displayed a differential inhibition depending on the source of gp120. Both X4 and R5 gp120-induced ICAM-1 expression was sensitive to pertussis toxin and involved the nuclear factor-kB pathway. These findings indicate a direct involvement of CD4 and a differential involvement of chemokine receptors in the activation of pediatric HBMEC by X4 and R5 gp120. The activation of brain endothelium of children by HIV-1 protein gp120 by way of CD4 and chemokine receptors may have implications for the pathogenesis of HIV-1 encephalopathy in the pediatric population. (Lab Invest 2003, 83:1787-1798.H IV-1 enters the central nervous system (CNS) and causes encephalopathy in AIDS patients. HIV-1 may cross the blood-brain barrier (BBB) endothelium by way of several possible mechanisms. HIV-1 may enter the CNS using the Trojan Horse mechanism by way of transmigration of HIV-1-infected monocytes (Nottet et al, 1996;Persidsky et al, 1997), absorptive endocytosis (Banks et al, 1997), macropinocytosis (Liu et al, 2002), or by directly infecting brain endothelium (Edinger et al, 1997;Moses et al, 1993;Poland et al, 1995). In addition, the brain endothelium may be activated or injured by HIV proteins (eg, gp120) and cytokines and thereby allow increased penetration of cell-free HIV or HIV-infected monocytes into the CNS Stins et al, 2001).Although it is generally accepted that perturbations of the BBB are common in HIV-1-infected patients, the underlying mechanisms for endothelial dysfunction are unclear. Under normal conditions, the BBB efficiently forms a tight barrier between the blood and the brain, strictly regulating the passage of substances across this barrier. However, during HIV-1 infection, the endothelium of the BBB is affected by many inflammatory substances, viral proteins, viral cofactors, and viral particles originating both from the blood and the brain side, and structural and functional perturbations of the BBB may occur. Evidence for alteration of...