Tobacco smoking is common in HIV-infected patients, and is prevalent among intravenous opiate abusers. Conversely, intravenous opiate abusers are more likely HIV-infected, and opiate abuse is associated with more severe neuroinflammation. Given the coincident use of tobacco smoking among HIV-infected intravenous drug users (IVDUs), we set out to study the effects of smoke exposure, chronic morphine administration, and HIV infection using the NSG humanized mouse model. Our results show that smoke, morphine, and the combination promotes the decline in CD4 + t cells in HIV-infected mice. Further, chronic morphine administration increases the numbers of circulating CD8 + T cells which express the inhibitory receptor PD-1, as well as the cytolytic proteins perforin and granzyme B in the infected mice. We also found that the combination of smoke and morphine inhibited the expression of IL-1α, IL-4 and IL-17A. Finally, the combination of smoke and morphine exposure induces microglial activation following infection, as well as in the absence of HIV infection. To our knowledge, this is the first report to assess the combined effects of smoke and chronic morphine exposure on the inflammation associated with HIV infection, and demonstrate that these two insults exert significant neuroinflammatory activity. Tobacco smoking increases risks for multiple causes of illness and death 1. Approximately 20% of adults in the United States are cigarette smokers, and smoking is the leading cause of preventable mortality and morbidity, resulting in more than 425,000 deaths annually 2. People who use illicit drugs are known to have high rates of cigarette smoking. In a 24-year follow-up of narcotics addicts who were admitted to drug treatment, the death rates of smokers were four times that of non-smokers 3. Current estimates suggest that 75% of human immunodeficiency virus (HIV)-infected individuals smoke tobacco 4,5. Opiate drug abuse is a major contributing factor to the global acquired immune deficiency syndrome (AIDS) epidemic, and it is likely that over a third of HIV infections in the US can be linked to intravenous drug abuse, and global estimates suggest that almost 20% of intravenous drug abusers are infected with HIV 6-8. Among individuals living with HIV, studies have found that smokers are at greater risk than nonsmokers to develop bacterial pneumonia, oral lesions and AIDS dementia complex 9. This was particularly apparent in the era prior to the use of antiretroviral therapy 10. A recent study reported by Khanna et al. 11 has shown that tobacco smoke administration to rats results in substantial inflammation within the CNS. This response includes an upregulation of several cytokines including TNF-α, IL-17, TGF-β, and CCL2. The latter results support the notion that smoke induces inflammatory responses in the brain, consistent with the observation that the risk for HIV-associated neurodegeneration is greater in smokers, compared to non-smokers 9 .