Polycyclic aromatic hydrocarbons (PAHs) and heavy metals are often environmental cocontaminants that could interact to alter PAH carcinogenicity. The heavy metal, arsenite, and the PAH, benzo[ k] fluoranthene, were used as prototypes to investigate, in human HepG2 cells, mechanisms whereby the bioactivation of benzo[ k] fluoranthene by human CYP1A1 could be diminished by arsenite-mediated decreases in CYP1A1 induction by benzo[ k] fluoranthene. To determine whether arsenite down-regulates CYP1A1 transcription, quantitative real-time reverse transcriptase-polymerase chain reaction assays and luciferase reporter gene expression assays were used with HepG2 cells treated with benzo[ k] fluoranthene and arsenite, separately and as a mixture. Benzo[ k] fluoranthene (0.5 muM) and arsenite (5 muM) markedly decreased benzo[ k] fluoranthene-mediated induction of CYP1A1 mRNA by 45%. Plasmids containing the CYP1A1 promoter region (pHu-1A1-FL) were induced 7.4-fold over vehicle by benzo[k] fluoranthene 0.5 muM), whereas arsenite (1, 2.5, or 5 muM) decreased reporter gene expression by 46%, 45%, and 61%, respectively. The plasmid, pHu-1A1-Delta100-FL, lacked xenobiotic response element (XRE) sites at - 1061 and - 981 and showed greater responsiveness relative to pHu-1A1-FL, by 1.7-fold. Benzo[k] fluoranthene (0.5 muM) and arsenite (1, 2.5, or 5 muM) decreased reporter gene expression by 0%, 27%, and 39%, respectively, relative to expression levels produced by benzo[ k] fluoranthene alone. Arsenite is stable for at least 48 h in the HepG2 cell medium with respect to its ability to diminish CYP1A1 benzo[ k] fluoranthene induction. Arsenite did not affect benzo[ k] fluoranthene induction directly through XRE sites, nor did it affect the stability of CYP1A1 mRNA. Thus, arsenite affects the transcriptional regulation of the benzo[ k] fluoranthene-mediated induction of CYP1A1 and could diminish PAH carcinogenicity by decreasing bioactivation by CYP1A1.