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Non-dioxin-like polychlorinated biphenyls (NDL-PCBs) and polycyclic aromatic hydrocarbons (PAHs) are ubiquitous pollutants often co-existing in contaminated environments. However, there are few studies on the effects of co-exposure, in particular on effects of pure NDL-PCB congeners and PAHs. We have evaluated the effects of some highly purified NDL-PCBs and benzo[a]pyrene (BP) on BP-induced Raf, Erk, Mdm2, p53 signaling and on BP-induced apoptosis and cell cycle arrest. PCBs (1 μM) were added to HepG2 cells 1 h prior to BP and the incubation was stopped at 24 h. Employing Western blotting we found that NDL-PCBs (28, 101 and 153) amplified the BP-induced inactivating phosphorylation of Raf (pRaf Ser 259) and decreased levels of pErk Tyr 204. This treatment also resulted in the attenuation of BP-induced Mdm2 phosphorylation at Ser166 and amplification of the p53 Ser15 response. These effects were associated with an unexpected inhibition of BP-induced apoptosis. A dioxin-like PCB (DL-PCB 126) was used as reference and gave results that were predictable from previous studies, i.e. it attenuated BP-induced p53 response and apoptosis. In an effort to explain why the NDL-PCB-induced amplification of the p53 response was associated with a decreased apoptotic response we analyzed FoxO3a, which may translocate p53 to the cytoplasm. We found that NDL-PCBs reduced the level of phosphorylated FoxO3a at Thr32. This phosphorylation promotes a cytoplasmic translocation of FoxO3a and p53 and our data suggest that NDL-PCBs may inhibit BP-induced apoptosis by preventing a FoxO3a-dependent translocation of p53 to the cytoplasm.