Gradients of Po(2) between capillary blood and mitochondria are the driving force for diffusional O(2) delivery in tissues. Hypoxic microenvironments in tissues that result from diffusional O(2) gradients are especially relevant in solid tumors because they have been related to a poor prognosis. To address the impact of tissue O(2) gradients, we developed a novel technique that permits imaging of intracellular O(2) levels in cultured cells at a subcellular spatial resolution. This was done, with the sensitivity to O(2) ≤3%, by the O(2)-dependent red shift of green fluorescent protein (AcGFP1) fluorescence. Measurements were carried out in a confluent monolayer of Hep3B cells expressing AcGFP1 in the cytoplasm. To establish a two-dimensional O(2) diffusion model, a thin quartz glass slip was placed onto the monolayer cells to prevent O(2) diffusion from the top surface of the cell layer. The magnitude of the red shift progressively increased as the distance from the gas coverslip interface increased. It reached an anoxic level in cells located at ∼220 μm and ∼690 μm from the gas coverslip boundary at 1% and 3% gas phase O(2), respectively. Thus the average O(2) gradient was 0.03 mmHg/μm in the present tissue model. Abolition of mitochondrial respiration significantly dampened the gradients. Furthermore, intracellular gradients of the red shift in mitochondria-targeted AcGFP1 in single Hep3B cells suggest that the origin of tissue O(2) gradients is intracellular. Findings in the present two-dimensional O(2) diffusion model support the crucial role of tissue O(2) diffusion in defining the O(2) microenvironment in individual cells.