Glucocorticoids (GC) are powerful regulators of adipocyte differentiation, metabolism, and endocrine function and promote the development of upper body obesity, especially visceral fat stores. To provide a comprehensive understanding of how GC affect adipose tissue and adipocyte function, we analyzed patterns of gene expression (HG U95 Affymetrix arrays) after culture of abdominal subcutaneous (Abd sc) and omental (Om) adipose tissues from severely obese subjects (3 F, 1 M) in the presence of insulin or insulin (7 nM) plus dexamethasone (Dex, 25 nM) for 7 days. About 20% (561 genes in Om and 569 genes in sc) of 2,803 adipose expressed genes were affected by long-term GC. While most of the genes (90%) were commonly regulated by Dex in both depots, 26 in Om and 34 in Abd sc were affected by Dex in only one depot. 60% of the commonly upregulated genes were involved in metabolic pathways and were expressed mainly in adipocytes. Dex suppressed genes in immune/ inflammatory (IL-6, IL-8, and MCP-1, expressed in nonadipocytes) and proapoptotic pathways, yet induced genes related to the acute-phase response (SAA, factor D, haptoglobin, and RBP4, expressed in adipocytes) and stress/defense response. Functional classification analysis showed that Dex also induced expression levels of 22 transcription factors related to insulin action and lipogenesis (LXR␣, STAT5␣, SREBP1, and FoxO1) and immunity/adipogenesis (TSC22D3) while suppressing 17 transcription factors in both depots. Overall, these studies reveal the powerful effects of GC on gene networks that regulate many key functions in human adipose tissue.OBESITY, particularly visceral and upper body obesity, is associated with increased risk for obesity-related comorbidities, including type 2 diabetes and cardiovascular diseases. Glucocorticoids (GC) are powerful regulators of fat deposition and distribution, as is most clearly shown by the visceral obesity associated with Cushing's syndrome. In human obesity, the prereceptor activation of cortisone to cortisol via 11-hydroxysteroid dehydrogenase (HSD1) is upregulated in both omental (Om) and abdominal subcutaneous (Abd sc) adipose tissues (26,34,36), and this difference is exaggerated after culture with GC (26). The resulting increases in local cortisol generation are thought to promote fat deposition, most markedly in visceral depots but also in Abd sc adipose tissue. However, very little is known about the molecular mechanisms that mediate depot differences in the effects of GC on adipocyte function. Our previous studies of leptin and lipoprotein lipase demonstrated differences in sensitivity and responsiveness to GC effects in Om and Abd sc (18,35). In the present study, we used microarray approaches to compare the global effects of long-term culture with GC on gene expression in Om and Abd sc tissues.Nutritional state affects cortisol production as well as responsiveness to cortisol. Administration of GC in the overnight-fasted state (low insulin) has catabolic effects on adipocytes [increased lipolysis (13)] and doe...