Abstract-An early component of atherogenesis is abnormal vascular smooth muscle cell (VSMC) proliferation. The presence of Chlamydia pneumoniae in many atherosclerotic lesions raises the possibility that this organism plays a causal role in atherogenesis. In this study, C pneumoniae elementary bodies (EBs) rapidly activated p44/p42 mitogen-activated protein kinases (MAPKs) and stimulated proliferation of VSMCs in vitro. Exposure of VSMCs derived from human saphenous vein to C pneumoniae EBs (3ϫ10 7 inclusion forming units/mL) enhanced bromodeoxyuridine (BrdU) incorporation 12Ϯ3-fold. UV-and heat-inactivated C pneumoniae EBs also stimulated VSMC proliferation, indicating a role of direct stimulation by chlamydial antigens. However, the mitogenic activity of C pneumoniae was heat-labile, thus excluding a role of lipopolysaccharide. Chlamydial hsp60 (25 g/mL) replicated the effect of C pneumoniae, stimulating BrdU incorporation 7Ϯ3-fold. Exposure to C pneumoniae or chlamydial hsp60 rapidly activated p44/p42 MAPK, within 5 to 10 minutes of exposure. In addition, PD98059 and U0126, which are two distinct inhibitors of upstream MAPK kinase 1/2 (MEK1/2), abolished the mitogenic effect of C pneumoniae and chlamydial hsp60. Toll-like receptors (TLRs) act as sensors for microbial antigens and can signal via the p44/p42 MAPK pathway. Human VSMCs were shown to express TLR4 mRNA and protein, and a TLR4 antagonist abolished chlamydial hsp60 -induced VSMC proliferation and attenuated C pneumoniae-induced MAPK activation and VSMC proliferation. Together these results indicate that C pneumoniae and chlamydial hsp60 are potent inducers of human VSMC proliferation and that these effects are mediated, at least in part, by rapid TLR4-mediated activation of p44/p42 MAPK. A therosclerosis is an inflammatory disease, with the earliest stages characterized by the invasion of the intima by mononuclear phagocytes and by intimal hyperplasia. 1 Accumulating evidence indicates that chronic infection with the ubiquitous respiratory pathogen Chlamydia pneumoniae, a Gram-negative obligate intracellular bacterium, may be an additional risk factor for atherosclerosis. Macrophages are thought to become infected with C pneumoniae in the respiratory tract and then enter the circulation and cross the endothelium at sites of preexisting vascular inflammation. The first report linking C pneumoniae to atherosclerosis identified the organism by electron microscopy in coronary atherosclerotic plaques and localized it to intimal smooth muscle cells (SMCs). 2 C pneumoniae has been found frequently in lesions of the aorta, iliac, carotid, and coronary arteries, 3-5 but is rarely found in normal arterial tissue. 6 In vitro evidence supports the notion that C pneumoniae can infect human arterial SMCs. 7-9 However, it is not clear whether C pneumoniae organisms that have been identified within SMCs of human atheromas are actively replicating or viable. Irrespective of whether C pneumoniae replicates within SMCs in vivo, its presence in atherosclerotic lesions r...