Retinal neovascularization (NV) is a serious complication of many ocular disease states, including diabetic retinopathy and retinopathy of prematurity (ROP). In these conditions, uncontrolled blood vessel growth results in severe vision loss; therefore, dietary interventions that could inhibit the progress of these diseases are clearly advantageous. Indeed, such a role for ω-3 polyunsaturated fatty acids (PUFAs), in particular eicosapentaenoic acid (EPA; C20:5 ω-3) and docosahexaenoic acid (DHA; C22:6 ω-3), in modulating angiogenesis is beginning to emerge.1–3 Dietary supplementation with ω-3 PUFAs has been shown to decrease pathologic retinal neovascularization in an animal model of oxygen-induced retinopathy (OIR).4 Although the health benefits of these fatty acids are now recognized for the prevention of cardiovascular disease, their mechanism of action and role in the modulation of vasoproliferative disorders are still poorly defined. Proliferative retinopathies proceed in two steps: the primary initiating insult is endothelial cell (EC) death, which results in capillary closure, ischemic hypoxia of the inner retina, and angiogenic growth factor production, leading to the second proliferative stage, which is characterized by sight-threatening NV. There is now a considerable amount of evidence to suggest that in the initial phase, vascular closure is caused by an oxidative-nitrosative insult.5–7 In the healthy vasculature, nitric oxide (NO) produced from eNOS has important antiapoptotic and survival functions, resulting in vasoprotection.5 In disease, however, there is a decrease in NO bioavailability and an increase in the generation of oxygen free radicals or O2−,6 the combined product of which is the highly reactive free radical peroxynitrite (ONOO−). Overall, this causes a shift in the nitroso-redox balance toward one which is pro-apoptotic resulting in adverse consequences on vessel integrity and culminating in vascular occlusion.5,8 The second proliferative NV phase is driven by vascular endothelial growth factor (VEGF) produced in response to tissue ischemia. The activity of VEGF is also dependent on free radical production, namely the production of eNOS and NADPH oxidase–derived NO and O2−, which act as second messengers to stimulate migration, proliferation, and angiogenesis.9–13 The role of ω-3 PUFAs in modifying these VEGF-mediated signaling cascades has not previously been described. NO and O2− are highly reactive short-lived free radicals that often must be produced in close proximity to their site of action to activate downstream signaling events. eNOS, the predominant NO-producing enzyme in the vasculature, facilitates localized signaling events by means an N-terminal acylation moiety that allows its subcellular localization to the plasma membrane and, in particular, to caveolae or lipid raft subdomains.14 These cholesterol-rich microdomains act as signal transduction scaffolds that facilitate the clustering of cell-surface receptors with downstream effector or adaptor molecules also localized to these domains, such as VEGFR-2 and the NADPH oxidase complex.15,16 In addition, they are enriched in the caveolae coat protein caveolin-1 (Cav-1), which is a potent negative regulator of eNOS.17 Indeed, the importance of this subcellular targeting for eNOS function is evident in studies showing that removal of the acyl group from eNOS misroutes the enzyme and reduces its activation by VEGF.18 Thus, it is clear that any disruption of the localization of eNOS to caveolae or lipid rafts will have significant effects both on NO production and on the efficiency of downstream signal transduction. PUFAs are incorporated into cellular membranes, where they can mediate their effects in 1 of 3 possible ways. First, they increase membrane fluidity and alter the subcellular localization of proteins.19,20 Second, through the competitive inhibition of the eicosanoid-synthesizing enzymes such as cyclooxygenase (COX), lipoxygenase (LOX), and cytochrome P-450 epoxygenases, these enzymes are necessary for arachidonic acid (AA; C20:4 ω-6)–derived eicosanoid production that is known to be proinflammatory and proangiogenic; ω-3 PUFAs compete with AA for access to these enzymes, reducing the production of AA-derived metabolites.21–23 Third, ω-3 PUFAs can be metabolized by COX and LOX to generate a different series of eicosanoids that are less inflammatory and have decreased growth-promoting properties.24,25 Here, because of the importance of subcellular localization for eNOS function, we were particularly interested in the effect that PUFA supplementation would have on microdomain composition. Indeed, some studies have shown that in macrovascular human umbilical vein endothelial cells (HUVECs), ω-3 PUFAs can disrupt eNOS caveolar localization.26,27 However, this finding was not correlated with angiogenic signaling pathways. In addition, there are significant differences between macrovascular and microvascular endothelial cells; importantly, cells of microvascular origin have significantly more Cav-1 resulting in the decreased sensitivity of microvascular ECs to atorvastatin compared with microvasculature ECs.28 Thus, such differences could potentially alter the responsiveness of microvascular ECs to ω-3 PUFA treatment and growth factor stimulation. Therefore, our aim was to investigate the effects of ω-3 PUFAs on NO and ROS production and to correlate these with angiogenic signaling and changes in subcellular localization of eNOS to caveolae in retinal microvascular endothelial cells (RMECs). In addition, because previous studies indicate that EPA and DHA may have different potencies, suggesting that one may have a therapeutic advantage, a major aim of this study was to perform a direct comparison between EPA and DHA.29