Apolipoprotein E (apoE) is a 299 amino acid protein with multiple biological functions. Initially described in the context of cholesterol metabolism, apoE also has immunomodulatory properties and recent evidence has implicated a role for apoE in neurological disease. One possibility is that apoE, which is the predominant apolipoprotein produced intra-axially, may modify the CNS response to acute and chronic injury. We prepared mixed neuronal-glial cultures from apoE deficient mouse pups and measured secretion of TNF alpha after stimulation with lipopolysaccharide (LPS) in the presence and absence of human recombinant apoE3 and E4. We demonstrate that preincubation with apoE blocks glial secretion of TNF alpha in a dose-dependent manner. This effect is independent of any direct effect of apoE on cell viability and is greatest when apoE is preincubated with the cell culture for 24 h.