ABSTRACT: Tumor necrosis factor-? (TNF-?) triggers activation of cytosolic phospholipase A2 (cPLA2) and then enhancing the synthesis of prostaglandin (PG) in inflammatory diseases. However, the detailed mechanisms of TNF-? induced cPLA2 expression were not fully defined in human pulmonary alveolar epithelial cells (HPAEpiCs). We found that TNF-?-stimulated increases in cPLA2 mRNA (5.2 folds) and protein (3.9 folds) expression, promoter activity (4.3 folds), and PGE2 secretion (4.7 folds) in HPAEpiCs, determined by Western blot, real-time PCR, promoter activity assay and PGE2 ELISA kit. These TNF-?-mediated responses were abrogated by the inhibitors of NADPH oxidase [apocynin (APO) and diphenyleneiodonium chloride (DPI)], ROS [N-acetyl cysteine, (NAC)], NF-?B (Bay11-7082) and transfection with siRNA of ASK1, p47 phox , TRAF2, NIK, IKK?, IKK?, or p65. TNF-? markedly stimulated NADPH oxidase activation and ROS including superoxide and hydrogen peroxide production which were inhibited by pretreatment with a TNFR1 neutralizing antibody, APO, DPI or transfection with siRNA of TRAF2, ASK1, or p47 phox . In addition, TNF-? also stimulated p47 phox phosphorylation and translocation in a time-dependent manner. On the other hand, TNF-? induced TNFR1, TRAF2, ASK1, and p47 phox complex formation in HPAEpiCs, which were attenuated by a TNF-? neutralizing antibody. We found that pretreatment with NAC, DPI, or APO also attenuated the TNF-?-stimulated IKK?/? and NF-?B p65 phosphorylation, NF-?B (p65) translocation, and NF-?B promoter activity in HPAEpiCs. Finally, we observed that TNF-?-stimulated NADPH oxidase activation and ROS generation activates NF-?B through the NIK/IKK?/? pathway. Taken together, our results demonstrated that in HPAEpiCs, up-regulation of cPLA2 by TNF-? is, at least in part, mediated through the cooperation of TNFR1, TRAF2, ASK1, and NADPH oxidase leading to ROS generation and ultimately activates NF-?B pathway.