Stimulation of cell proliferation caused by peroxisome proliferators was blocked by antibodies against TNF alpha and agents that inactivate Kupffer cells, a rich source of TNF alpha, which supports the hypothesis that Kupffer cells play a pivotal role in peroxisome proliferator-induced hyperplasia. Here, the ability of the very potent peroxisome proliferator WY-14 643 to activate the transcription factor NF-kappaB in rat liver was examined since it is involved in TNF alpha production. Female Sprague-Dawley rats were treated by gavage with WY-14 643 (100 mg/kg) while control animals were given equivalent doses of vehicle (olive oil). Activation of NF-kappaB in both whole liver, non-parenchymal cells, Kupffer cells and hepatocytes was assessed for up to 36 h using an electrophoretic mobility shift assay. In whole liver, WY-14 643 transiently increased NF-kappaB binding maximally 3.5-fold in 2-8 h followed by a steady decline to near control levels at 36 h. As early as 2 h after WY-14 643 treatment, the active form of NF-kappaB was localized predominantly in Kupffer cells with values 20- to 25-times greater than in hepatocytes. In hepatocytes, a small increase in NF-kappaB binding was observed but only 8 h after WY-14 643 administration. Pre-treatment with allopurinol, a xanthine oxidase inhibitor and free radical scavenger, suppressed NF-kappaB activation by WY-14 643 almost completely. It is concluded that NF-kappaB is activated by reactive oxygen species and plays a central role in the mechanism of action of peroxisome proliferators. Moreover, these findings support the hypothesis that Kupffer cells play a pivotal role in peroxisome proliferator-induced hepatocyte proliferation through rapid NF-kappaB activation and subsequent induction of TNF alpha production. TNF alpha from Kupffer cells stimulates growth in parenchymal cells later via mechanisms that also involve NF-kappaB.