rent experimental models of esophageal epithelium in vitro suffer from either poor differentiation or complicated culture systems. We have established a model to study stratified squamous epithelium in vitro, which is very similar to esophageal epithelium in vivo. A stratified squamous multilayer epithelium was formed by seeding primary normal human bronchial epithelial (NHBE) cells onto collagen-and fibronectin-coated trans-well inserts and then cultivating the cells under air-liquid interface (ALI) conditions in the presence of growth factors and low levels of all-trans-retinoic acid. Trans-epithelial electrical resistance (TEER) measurements revealed the presence of a tight barrier, previously only achievable with esophageal biopsies mounted in Ussing chambers. Molecular markers for desmosomes, cornified envelope, tight junctions, and mature esophageal epithelium were upregulated in the differentiating culture in parallel with functional properties, such as decreased permeability and acid resistance and restoration. Acid exposure resulted in a decrease in TEER, but following 1-h recovery the TEER values were fully restored. Treatment with all-trans-retinoic acid decreased TEER and inhibited the recovery after acid challenge. PPAR-delta agonist treatment increased TEER, and this temporary increase in TEER was consistent with an increase in involucrin mRNA. Global gene expression analysis showed that ALI-differentiated NHBE cells had expression profiles more similar to epithelial biopsies from the esophageal tissue of healthy volunteers than to any other cell line. With respect to morphology, molecular markers, barrier properties, and acid resistance, this model presents a new way to investigate barrier properties and the possible effects of different agents on human esophagus-like epithelium. esophageal epithelium; acid; barrier function; air-liquid interface ONE OF THE PRIMARY FUNCTIONS of the esophageal epithelium is to protect the underlying tissue against mechanical and chemical insult. The epithelium of the distal esophagus also needs to withstand reflux from the stomach, which contains acid, bile, and proteases. Failure of the epithelium to protect the underlying tissue from these attacks results in erosion, esophagitis, and painful symptoms. The esophagus is covered by a nonkeratinized stratified squamous epithelium. The keratinocytes in a non-keratinized squamous epithelium can be assigned to three layers with distinct features, namely the basal, intermediate, and superficial layers (1), of which the epithelial barrier properties reside in the upper intermediate and superficial layers.Different cell lines and primary cells are available to use as esophageal epithelial cell models. Het-1A, an immortalized normal human esophageal cell line (28), grows as a monolayer. Kyse-140 and Kyse-510 are esophageal carcinoma cell lines that also grow as monolayers. The TR146 cell line originates from human buccal epithelium (24) and has been shown to form a stratified epithelium (four to seven cell layers) and have ...