Abstract-The paraoxonase (PON) gene cluster consists of the PON1, PON2, and PON3 genes, each of which canindividually inhibit atherogenesis. To analyze the functions of the PON gene cluster (PC) in atherogenesis and plaque stability, human PC transgenic (Tg) mice were generated using bacterial artificial chromosome. The high-density lipoprotein from Tg mice exhibited increased paraoxonase activity. When crossed to the ApoE-null background and challenged by high-fat diet, PC Tg/ApoE-null mice formed significantly fewer atherosclerotic lesions. However overexpression of the PC transgene had no additive effect on atherosclerosis compared to the overexpression of the single PON1 or PON3 transgene. Plaques from PC Tg/ApoE-null mice exhibited increased levels of collagen and smooth muscle cells, and reduced levels of macrophages and lipid, compared with those from ApoE-null mice, indicating lesions of PC Tg/ApoE-null mice had characteristics of more stable plaques than those of ApoE-null mice. PC transgene enhanced high-density lipoprotein ability to protect low-density lipoprotein against oxidation in vitro. Serum intercellular adhesion molecule-1 and monocyte chemoattractant protein-1 were also repressed by PC transgene. Proatherogenic reactions of Tg mouse peritoneal macrophages induced by oxidized low-density lipoprotein were inhibited by PC transgene, as indicated by reduced reactive oxygen species generation, inflammation, matrix metalloproteinase-9 expression, and foam cell formation. Our results demonstrate that the PC transgene not only represses atherogenesis but also promotes atherosclerotic plaque stability in vivo. PC may therefore be a useful target for atherosclerosis treatment. Key Words: atherosclerosis Ⅲ plaques stability Ⅲ macrophages Ⅲ paraoxonase cluster A therosclerosis constitutes the single most important contributor to cardiovascular diseases, which are the leading cause of death and illness in developed societies. 1,2 Atherosclerosis-related ischemic symptoms, especially acute cardiovascular events that result in myocardial infarction and stroke, are generally thought to result from plaque rupture and thrombosis other than narrowing of the vessel lumen. 3 New strategies for preventing and treating plaque rupture are very much needed based on understanding of factors that contributed. Oxidized low-density lipoprotein (oxLDL) plays a pivotal role in triggering proinflammatory events that initiate and exacerbate atherogenesis, 1,4 which induces the expression of adhesion molecules, chemokines, and cytokines in vascular endothelial cells, 5 triggering recruitment of monocytes into the subendothelial space of the arterial wall, where they differentiate into macrophages. Recruited macrophages ingest and further oxidize LDL, transforming into foam cell after excessive oxLDL accumulation. These transformed macrophages not only constitute early fatty streak lesions and the core of atherosclerotic plaques but also become active inflammation centers because of secretion of inflammatory molecules and ma...