Caveolae organelles and caveolin-1 protein expression are most abundant in adipocytes and endothelial cells. Our initial report on mice lacking caveolin-1 (Cav-1) demonstrated a loss of caveolae and perturbations in endothelial cell function. More recently, however, observation of the Cav-1-deficient cohorts into old age revealed significantly lower body weights, as compared with wild-type controls. These results suggest that Cav-1 null mice may have problems with lipid metabolism and/or adipocyte functioning. To test this hypothesis directly, we placed a cohort of wild-type and Cav-1 null mice on a high fat diet. Interestingly, despite being hyperphagic, Cav-1 null mice show overt resistance to diet-induced obesity. As predicted, adipocytes from Cav-1 null null mice lack caveolae membranes. Early on, a lack of caveolin-1 selectively affects only the female mammary gland fat pad and results in a near complete ablation of the hypo-dermal fat layer. There are also indications of generalized adipose tissue pathology. With increasing age, a systemic decompensation in lipid accumulation occurs resulting in dramatically smaller fat pads, histologically reduced adipocyte cell diameter, and a poorly differentiated/hypercellular white adipose parenchyma. To gain mechanistic insights into this phenotype, we show that, although serum insulin, glucose, and cholesterol levels are entirely normal, Cav-1 null mice have severely elevated triglyceride and free fatty acid levels, especially in the post-prandial state. However, this build-up of triglyceride-rich chylomicrons/very low density lipoproteins is not due to perturbed lipoprotein lipase activity, a major culprit of isolated hypertriglyceridemia. The lean body phenotype and metabolic defects observed in Cav-1 null mice are consistent with the previously proposed functions of caveolin-1 and caveolae in adipocytes. Our results show for the first time a clear role for caveolins in systemic lipid homeostasis in vivo and place caveolin-1/caveolae as major factors in hyperlipidemias and obesity. Caveolae organelles and caveolin-1 protein expression are most abundant in adipocytes and endothelial cells. Our initial report on mice lacking caveolin-1 (Cav-1) demonstrated a loss of caveolae and perturbations in endothelial cell function. More recently, however, observation of the Cav-1-deficient cohorts into old age revealed significantly lower body weights, as compared with wild-type controls. These results suggest that Cav-1 null mice may have problems with lipid metabolism and/or adipocyte functioning. To test this hypothesis directly, we placed a cohort of wild-type and Cav-1 null mice on a high fat diet. Interestingly, despite being hyperphagic, Cav-1 null mice show overt resistance to diet-induced obesity. As predicted, adipocytes from Cav-1 null null mice lack caveolae membranes. Early on, a lack of caveolin-1 selectively affects only the female mammary gland fat pad and results in a near complete ablation of the hypo-dermal fat layer. There are also indications of generalized adipose tissue pathology. With increasing age, a systemic decompensation in lipid accumulation occurs resulting in dramatically smaller fat pads, histologically reduced adipocyte cell diameter, and a poorly differentiated/hypercellular white adipose parenchyma. To gain mechanistic insights into this phenotype, we show that, although serum insulin, glucose, and cholesterol levels are entirely normal, Cav-1 null mice have severely elevated triglyceride and free fatty acid levels, especially in the post-prandial state. However, this build-up of triglyceride-rich chylomicrons/very low density lipoproteins is not due to perturbed lipoprotein lipase activity, a major culprit of isolated hypertriglyceridemia. The lean body phenotype and metabolic defects observed in Cav-1 null mice are consistent with the previously proposed functions of caveolin-1 and caveolae in adipocytes. Our results show for the first time a clear role for caveolins in systemic lipid homeostasis in vivo and place caveolin-1/caveolae as major factors in hyperlipidemias and obesity. caveolin-1 monoclonal antibody magnetic resonance imaging radioimmunoassay white adipose tissue mammary gland 4/subcutaneous very low density lipoprotein lipoprotein lipase brown adipose tissue protein kinase A endoplasmic reticulum Uniform 50- to 100-nm invaginations of the plasma membrane called caveolae remain one of the most intriguing and enigmatic organelles in the cell. As early as the 1950s, at the incipience of ultrastructural cell biology, caveolae were readily observable and morphologically distinct organelles described on the surface of epithelial/endothelial cells (1Yamada E. J. Biophys. Biochem. Cytol. 1955; 1: 445-458Crossref PubMed Scopus (545) Google Scholar, 2Palade G.E. J. Appl. Phys. 1953; 24: 1424-1436Google Scholar). Although a profile of the tissue distribution of caveolae has never been reported, a compilation of various reports to date arrives at one main conclusion: two tissue types have an extremely high abundance of these structures in vivo, adipose tissue (due to the adipocytes) and lung tissue (due to endothelial cells and type I pneumocytes). Based purely on ultrastructural comparisons, the adipocyte seems to have higher concentrations of caveolae than any other cell. Indeed, electron micrographs of adipocytes dating back to 1963 show that caveolae account for ∼ 30% of the surface area of the adipocyte plasma membrane (3Napolitano L.M. J. Cell Biol. 1963; 18: 663-679Crossref PubMed Scopus (223) Google Scholar, 4Fan J.Y. Carpentier J.-L. van Obberghen E. Grunfeld C. Gorden P. Orci L. J. Cell Sci. 1983; 61: 219-230Crossref PubMed Google Scholar). Furthermore, in 3T3-L1 cells, a widely used model system for studying adipogenesis, the number of caveolae increases ∼10-fold during adipocyte differentiation as compared with the undifferentiated fibroblastic state (4Fan J.Y. Carpentier J.-L. van Obberghen E. Grunfeld C. Gorden P. Orci L. J. Cell Sci. 1983; 61: 219-230Crossref PubMed Google Scholar). An important advance in the study of caveolae was the discovery that caveolin-1 (Cav-1)1 is a marker protein for caveolae organelles and that Cav-1 plays an intricate role in caveolar functioning (5Rothberg K.G. Heuser J.E. Donzell W.C. Ying Y.S. Glenney J.R. Anderson R.G. Cell. 1992; 68: 673-682Abstract Full Text PDF PubMed Scopus (1944) Google Scholar). Research in the past decade has shown that caveolae are specialized membrane microdomains formed as a result of the localized accumulation of cholesterol, glycosphingolipids, and caveolin-1 (6Fra A.M. Williamson E. Simons K. Parton R.G. Proc. Natl. Acad. Sci. U. S. A. 1995; 92: 8655-8659Crossref PubMed Scopus (533) Google Scholar, 7Li S. Song K.S. Koh S.S. Kikuchi A. Lisanti M.P. J. Biol. Chem. 1996; 271: 28647-28654Abstract Full Text Full Text PDF PubMed Scopus (127) Google Scholar, 8Murata M. Peranen J. Schreiner R. Weiland F. Kurzchalia T. Simons K. Proc. Natl. Acad. Sci. U. S. A. 1995; 92: 10339-10343Crossref PubMed Scopus (781) Google Scholar). Caveolin-1, an integral membrane protein that can directly bind cholesterol, most likely plays a major role in the invagination of caveolae from the plasma membrane proper, but the mechanisms underlying this process remain unknown. Although the function of caveolae and caveolins in vivoremains controversial, they have been implicated in endocytosis/transcytosis, cholesterol transport/efflux, regulation of signal transduction, and tumorigenesis (reviewed in Ref. 9Smart E.J. Graf G.A. McNiven M.A. Sessa W.C. Engelman J.A. Scherer P.E. Okamoto T. Lisanti M.P. Mol. Cell. Biol. 1999; 19: 7289-7304Crossref PubMed Scopus (929) Google Scholar). True to its description as a “marker of caveolae,” examination of caveolin-1 transcripts and protein levels in a panel of mouse tissues reveals that the two highest expressing tissues are adipose tissue and lung tissue (an endothelial-rich organ) (10Scherer P.E. Lisanti M.P. Baldini G. Sargiacomo M. Corley-Mastick C. Lodish H.F. J. Cell Biol. 1994; 127: 1233-1243Crossref PubMed Scopus (368) Google Scholar). Also, concomitant with a ∼10-fold increased number of caveolae in fully differentiated 3T3-L1 adipocytes, the levels of caveolin-1 mRNA and protein expression increase ∼20-fold during differentiation from the fibroblastic to the adipocyte phenotype (10Scherer P.E. Lisanti M.P. Baldini G. Sargiacomo M. Corley-Mastick C. Lodish H.F. J. Cell Biol. 1994; 127: 1233-1243Crossref PubMed Scopus (368) Google Scholar). There are possible functional consequences for such high caveolin expression in adipocytes. Photoaffinity labeling has identified caveolin-1 as a major plasma membrane fatty-acid binding protein in adipocytes (11Gerber G.E. Mangroo D. Trigatti B.L. Mol. Cell Biochem. 1993; 123: 39-44Crossref PubMed Scopus (26) Google Scholar, 12Trigatti B.L. Anderson R.G. Gerber G.E. Biochem. Biophys. Res. Commun. 1999; 255: 34-39Crossref PubMed Scopus (186) Google Scholar). Furthermore, caveolin-1 moves from the plasma membrane to lipid droplets in response to free fatty acids (13Pol A. Luetterforst R. Lindsay M. Heino S. Ikonen E. Parton R.G. J. Cell Biol. 2001; 152: 1057-1070Crossref PubMed Scopus (278) Google Scholar, 14Ostermeyer A.G. Paci J.M. Zeng Y. Lublin D.M. Munro S. Brown D.A. J. Cell Biol. 2001; 152: 1071-1078Crossref PubMed Scopus (213) Google Scholar). As such, caveolin-1 is the first known integral membrane protein component of lipid droplets. Based on these studies, it has been proposed that caveolin-1 functions in the transport and/or storage of free fatty acids/triglycerides in lipid droplets. However, no functional data has been presented to support this hypothesis. We and others have recently reported the generation and initial characterization of mice with a disrupted Cav-1 locus. Although these mice are viable and fertile, they show a hyperproliferative lung phenotype and vascular abnormalities due to aberrant endothelial cell function (15Razani B. Engelman J.A. Wang X.B. Schubert W. Zhang X.L. Marks C.B. Macaluso F. Russell R.G. Li M. Di Pestell R.G. Vizio D. Hou Jr., H. Knietz B. Lagaud G. Christ G.J. Edelmann W. Lisanti M.P. J. Biol. Chem. 2001; 276: 38121-38138Abstract Full Text Full Text PDF PubMed Scopus (258) Google Scholar, 16Drab M. Verkade P. Elger M. Kasper M. Lohn M. Lauterbach B. Menne J. Lindschau C. Mende F. Luft F.C. Schedl A. Haller H. Kurzchalia T.V. Science. 2001; 293: 2449-2452Crossref PubMed Scopus (1333) Google Scholar). Perhaps surprisingly, despite the high expression of caveolin-1 in adipose tissue, we and others did not detect any abnormalities on routine histology of abdominal adipose tissue (15Razani B. Engelman J.A. Wang X.B. Schubert W. Zhang X.L. Marks C.B. Macaluso F. Russell R.G. Li M. Di Pestell R.G. Vizio D. Hou Jr., H. Knietz B. Lagaud G. Christ G.J. Edelmann W. Lisanti M.P. J. Biol. Chem. 2001; 276: 38121-38138Abstract Full Text Full Text PDF PubMed Scopus (258) Google Scholar,16Drab M. Verkade P. Elger M. Kasper M. Lohn M. Lauterbach B. Menne J. Lindschau C. Mende F. Luft F.C. Schedl A. Haller H. Kurzchalia T.V. Science. 2001; 293: 2449-2452Crossref PubMed Scopus (1333) Google Scholar). However, follow-up of these mice till 1 year of age revealed significant differences in body weight, i.e. Cav-1 null mice were smaller than their wild-type counterparts. We now report a detailed analysis of this phenotype with the intriguing finding that a deficiency in caveolin-1 causes a gradual decompensation in several adipose tissues and imparts resistance to diet-induced obesity. Furthermore, we find that these mice have de-ranged metabolism of triglycerides and free fatty acids, thereby implicating caveolae and caveolins for the first time as important factors in lipid homeostasis and obesity. Antibodies and their sources were as follows: anti-caveolin-1 mAb 2297 and anti-caveolin-3 mAb 26 (17Scherer P.E. Tang Z.-L. Chun M.C. Sargiacomo M. Lodish H.F. Lisanti M.P. J. Biol. Chem. 1995; 270: 16395-16401Abstract Full Text Full Text PDF PubMed Scopus (326) Google Scholar, 18Scherer P.E. Lewis R.Y. Volonte D. Engelman J.A. Galbiati F. Couet J. Kohtz D.S. van Donselaar E. Peters P. Lisanti M.P. J. Biol. Chem. 1997; 272: 29337-29346Abstract Full Text Full Text PDF PubMed Scopus (479) Google Scholar, 19Song K.S. Scherer P.E. Tang Z.-L. Okamoto T. Li S. Chafel M. Chu C. Kohtz D.S. Lisanti M.P. J. Biol. Chem. 1996; 271: 15160-15165Abstract Full Text Full Text PDF PubMed Scopus (621) Google Scholar) (gifts of Dr. Roberto Campos-Gonzalez, BD Transduction Laboratories, Inc.); anti-β-tubulin TUB-2.1 (Sigma Chemical Co.). The strategy used to target the caveolin-1 locus and generate Cav-1 null mice was as previously described (15Razani B. Engelman J.A. Wang X.B. Schubert W. Zhang X.L. Marks C.B. Macaluso F. Russell R.G. Li M. Di Pestell R.G. Vizio D. Hou Jr., H. Knietz B. Lagaud G. Christ G.J. Edelmann W. Lisanti M.P. J. Biol. Chem. 2001; 276: 38121-38138Abstract Full Text Full Text PDF PubMed Scopus (258) Google Scholar). All animals used in these studies (mice homozygous null for the caveolin-1 gene and their wild-type littermates) were of a C57BL/6 × sv129 genetic background and were genotyped by PCR, as previously described (15Razani B. Engelman J.A. Wang X.B. Schubert W. Zhang X.L. Marks C.B. Macaluso F. Russell R.G. Li M. Di Pestell R.G. Vizio D. Hou Jr., H. Knietz B. Lagaud G. Christ G.J. Edelmann W. Lisanti M.P. J. Biol. Chem. 2001; 276: 38121-38138Abstract Full Text Full Text PDF PubMed Scopus (258) Google Scholar). Housing and maintenance was provided by the Albert Einstein College of Medicine barrier facility; mice were kept on a 12-h light/dark cycle and, except where noted, had ad libitum access to chow (Picolab 20, PMI Nutrition International) and water. All animal protocols used in this study were pre-approved by the Albert Einstein College of Medicine Institute for Animal Studies. Freshly dissected tissue samples were washed thoroughly with phosphate-buffered saline and either snap-frozen in liquid N2 or immediately homogenized with lysis buffer (10 mm Tris, pH 7.5; 50 mm NaCl; 1% Triton X-100; 60 mm octyl glucoside) containing protease inhibitors (Roche Molecular Biochemicals). Protein concentrations were quantified using the BCA reagent (Pierce), and the volume required for 10 μg of protein was determined. Samples were separated by SDS-PAGE (12.5% acrylamide) and transferred to nitrocellulose. The nitrocellulose membranes were stained with Ponceau S (to visualize protein bands) followed by immunoblot analysis. All subsequent wash buffers contained 10 mm Tris, pH 8.0, 150 mmNaCl, 0.05% Tween 20, which was supplemented with 1% bovine serum albumin and 2% nonfat dry milk (Carnation) for the blocking solution and 1% bovine serum albumin for the antibody diluent. Primary antibodies were used at a 1:500 dilution. Horseradish peroxidase-conjugated secondary antibodies (1:5000 dilution, Pierce) were used to visualize bound primary antibodies with the Supersignal chemiluminescence substrate (Pierce). Adipose tissue samples (derived from subcutaneous, peri-epididymal, and peri-renal fat depots) were minced with a razor blade into ∼1 mm2 × 1-cm-long strips fixed with 2.5% glutaraldehyde/0.1 m cacodylate, post-fixed with OsO4, and stained with uranyl acetate and lead citrate. A cryotome was used to yield sections of 1-μm thickness, and the samples were examined under a JEOL 1200EX transmission electron microscope and photographed at ×16,000 magnification (20Lisanti M.P. Scherer P.E. Vidugiriene J. Tang Z.-L. Hermanoski-Vosatka A. Tu Y.-H. Cook R.F. Sargiacomo M. J. Cell Biol. 1994; 126: 111-126Crossref PubMed Scopus (839) Google Scholar). Caveolae were identified by their characteristic flask shape, size (50–100 nm), and location at or near the plasma membrane. A cohort of mice (composed of Cav-1(+/+) and Cav-1(−/−) mice) was generated by heterozygous inter-breedings, some of which were placed on a high fat diet (59% of calories derived from fat, Research Diets, D12492), while others were placed on the equivalent chow diet (10% of calories derived from fat, Research Diets, D12450B) (see Fig. 2 A). The diet study was begun upon weaning (3 weeks of age) and continued up to 45 weeks of age. All images were obtained using a 9.4-Tesla magnet (GE Omega vertical wide bore system). Mice were first anesthetized by intraperitoneal injection with a ketamine/xylazine mixture (0.1 ml per 20 g of body weight). To quantitatively assess whole-body fat and water, each mouse was subjected to a 16-scan pulse-acquire sequence in a 40-mm 1H coil, and spectra, including the water and fat peaks, were obtained. For imaging, eight slices of 2-mm thickness spanning the whole body were obtained. Imaging was conducted using a 35-mm 1H coil and a routine spin-echo pulse sequence (18-ms echo time, 600-ms repetition time, and 4-signal averaging per scan). The indicated Cav-1(+/+) or (−/−) mice cohorts were sacrificed at an early age (3 months, when there were insignificant weight differences between wild-type and knockout mice) or at an older age (9 months, when diet-induced weight differences were statistically significant). Several tissues, including the significant white adipose depots (subcutaneous/mammary gland 4, peri-uterine/peri-epididymal, peri-renal/retroperitoneal), the scapular brown adipose depots (inter-scapular and sub-scapular), and the liver were dissected and weighed. For routine histology, similar areas from all tissues were chosen, formalin-fixed, paraffin-embedded, sectioned, and stained with hematoxylin and eosin. All photographs were taken with a Zeiss digital imaging system. VO2, VCO2, body heat, and movements were measured from mice housed individually in Oxymax metabolic chambers (Columbus Instruments) with an air flow of 0.65 liter/min. Measurements were made every 12 min for a 24-h period. Total VO2 (ml/kg/h), VCO2(ml/kg/h), and body heat (kcal/h) are the mean of all measurements made during the 24-h period. Total movements are a tally of the number of times the motion sensors detected movement during the 24-h period. Resting VO2, VCO2, and body heat are the mean of all measurements made during times when mouse movement was limited to <20 per each 12-min measuring period. Respiratory quotient is the ratio of VCO2 to VO2. Mice were placed in individual cages with ad libitum access to both food and water. Food weight was measured, and stool samples were collected daily for a period of 8 days. To collect fresh stools and account for spilled food, cage beddings were changed daily. The fat content of the collected stools was determined as follows: samples (25 mg from each mouse) were ground to a powder form by mortar and pestle and extracted three times with absolute ethanol at 90 °C under reflux. The extracts were dried under a stream of N2 and resuspended in 50% ethanol, and triglyceride content was measured colorimetrically (Sigma). Mouse plasma was drawn from the tail vein and decanted directly into heparinized capillary tubes (Fisher Scientific). Where indicated, fasting blood samples were collected at 7:00 a.m., 12 h after removal of the food, and post-prandial blood samples were collected at 12:00 a.m., 3 h after the beginning of the room's dark cycle. Glucose, cholesterol, triglyceride, and free fatty acid levels were measured with standard enzymatic colorimetric assays (Sigma and Wako Biochemicals). Insulin and leptin levels were determined by radioimmunoassay (RIA) (Linco Research), whereas ACRP30 levels were determined by quantitative immunoblotting with an anti-ACRP30 pAb, as we described previously (21Berg A.H. Combs T.P. Du X. Brownlee M. Scherer P.E. Nat. Med. 2001; 7: 947-953Crossref PubMed Scopus (2242) Google Scholar). For lipoprotein fractionation, plasma samples from 10 mice of the same genotype (150 μl of total plasma) were separated by gel filtration chromatography using two Superose 6HR 10/30 columns in tandem (Amersham Biosciences). A series of 0.5-ml fractions corresponding to the migration of known lipoproteins were collected and subjected to the colorimetric cholesterol and triglyceride assays indicated above. Weight-matched mice were fasted for 8 h before being gavaged with 0.5 ml of olive oil. Blood was collected via the tail vein at baseline and for the indicated times. Due to a rapid initial rise in plasma triglycerides and a slower clearance, blood collection frequency was begun at every 20 min and was gradually tapered over the 24-h time course. Triglycerides were measured with a colorimetric assay (Sigma). Lipase activity was determined essentially as previously described, with minor modifications (22Merkel M. Kako Y. Radner H. Cho I.S. Ramasamy R. Brunzell J.D. Goldberg I.J. Breslow J.L. Proc. Natl. Acad. Sci. U. S. A. 1998; 95: 13841-13846Crossref PubMed Scopus (140) Google Scholar). Heparin (1.5 units/g, Sigma) was injected by tail vein, and blood was collected 5 min later from the retro-orbital plexus (control wild-type and knockout mice were injected with saline). A triglyceride emulsion composed of3H-labeled triolein (PerkinElmer Life Sciences) and cold triolein (Sigma) was prepared, as previously described (23Nilsson-Ehle P. Schotz M.C. J. Lipid Res. 1976; 17: 536-541Abstract Full Text PDF PubMed Google Scholar). 12.5 μl of plasma was incubated with the emulsion in the presence or absence of 1.5 m NaCl (a measure of hepatic lipase and total lipase activity, respectively), and the freely released [3H]oleic acid was measured by scintillation counter. The difference between the two lipase activities above yields the measurable lipoprotein lipase activity. All results are presented as mean ± S.E. The statistical significance of the data was determined via the two-tailed Student's t test using Microsoft Excel. Targeted disruption of exons 1 and 2 of the caveolin-1 locus produces a null mutation (15Razani B. Engelman J.A. Wang X.B. Schubert W. Zhang X.L. Marks C.B. Macaluso F. Russell R.G. Li M. Di Pestell R.G. Vizio D. Hou Jr., H. Knietz B. Lagaud G. Christ G.J. Edelmann W. Lisanti M.P. J. Biol. Chem. 2001; 276: 38121-38138Abstract Full Text Full Text PDF PubMed Scopus (258) Google Scholar). Immunoblot analysis of peri-gonadal white adipose tissue (WAT), one of the sites of highest caveolin expression in the mouse, verified that caveolin-1 expression is ablated in the caveolin-1 knockout animals (Fig.1 A). It should also be noted that, in adipose tissue, the heterozygote mice have nearly the same levels of caveolin as wild-types, indicating that loss of one allele is compensated for by the other. To assess the state of adipocytes ultrastructurally, we also performed transmission electron microscopy on the peri-gonadal WAT. Fig. 1 B shows the characteristically marginalized cytoplasm of the Cav-1(+/+) adipocyte and the extremely high number of plasma membrane-associated and invaginated caveolae (see arrows). In contrast, Cav-1 null adipocytes display barren membrane architecture (loss of caveolae), but interestingly have no other overt structural abnormalities. In our follow-up of the progressively older Cav-1 null cohorts, we noticed a tendency for the Cav-1 null mice to remain smaller than their wild-type littermates. In fact, at around 1 year of age, the difference is quantifiable with both the male and female knockout mice being approximately 5–7 g lighter than the wild-type controls (females: 39.8 ± 2.6 g for Cav-1+/+ versus 33.0 ± 2.1 g for Cav-1−/− mice (n = 10 each,p < 0.05) and males: 45.4 ± 2.1 g for Cav-1+/+ versus 40.1 ± 1.1 g for Cav-1 −/− mice (n = 10 each, p < 0.05)). To assess whether the lack of weight gain was due to adiposity or other age-related changes, we placed a cohort of age-matched male and female mice on a high fat diet (59% of calories from fat) and a corresponding chow diet (10% of calories from fat). The follow up of these cohorts up to 36 weeks of age indicated that Cav-1 deficiency imparts dramatic resistance to diet-induced obesity (Fig.2 A). On a high fat diet, all mice maintained normal growth up to 10 weeks of age, at which point the weight differences between Cav-1(−/−) null mice became statistically significant (p < 0.05). At 36 weeks, there is a difference of ∼ 10 g in body weight between wild-type and Cav-1 knockout mice (Fig. 2 A). It is interesting to note that the Cav-1 null mice on the equivalent chow diet also displayed leaner body weights, although not to the same extent as the high fat cohorts, leading us to conclude that the inability to gain weight is due to reduced adiposity in Cav-1(−/−) mice. We first assessed adiposity non-invasively via MRI. Fig. 2 B shows a representative abdominal cross-section of a 35-week-old wild-type and a Cav-1-deficient mouse placed on a high fat diet. Because lipids are rich in proton content and are present in high quantity in WAT, the majority of the signal observed in MRI is fat mass (indicated as white) and water. The difference in fat content between wild-type and knockout mice is striking, with only the omental fat and portions of the peri-renal/retro-peritoneal WAT remaining intact. Of significance are the highly underdeveloped subcutaneous and peri-gonadal fat pads. We also obtained whole-body proton spectra with the goal of quantifying the relative amounts of total body lipids. As shown in Fig.2 B, Cav-1 null mice have a dramatically attenuated fat peak in relation to the water peak. Quantification of such spectra on a group of four wild-type and four Cav-1 knockout mice reveals a 2-fold reduction in the fat-to-water ratio in Cav-1 null mice (Fig.2 B). To more accurately quantitate the regional fat pad differences in 36-week-old high fat diet mice (where the most overt total body weight differences are observed) and contrast these weights with 12-week-old mice (where total body weights are indistinguishable), we dissected and quantitated the weights of three major fat pads (the mammary gland 4/subcutaneous (M4/subQ), the peri-epididymal/peri-uterine, and the peri-renal/retroperitoneal) (Fig. 2 C). At 12 weeks, only one type of adipose tissue is affected in the Cav-1 null mice, the female mammary gland/subcutaneous WAT, where there is over a 2-fold reduction as compared with the wild-type controls. Interestingly, this reduction does not hold for the male knockout mice; rather, the only regional differences are a slight diminishment of peri-epididymal adiposity. We will further elaborate on this finding with histological analysis (see below). At 36 weeks of age on a high fat diet, the robust increase in adiposity of the wild-type mice is evident with 3- to 9-fold increases over the younger wild-type mice (Fig. 2 C). It is intriguing that the Cav-1(−/−) mice undergo only minor gains in fat mass and have dramatically reduced adiposity relative to the wild-type cohorts in all fat pads examined. It should be noted that the difference of the total weight of these three fat pads alone between wild-type and knockout mice accounts for ∼6–7 g of the body weight difference, indicating that the predominant cause of leanness in Cav-1 (−/−) mice is an inability to gain fat mass. We conducted routine histopathology on the 12- and 36-week-old mice above with a focus on WAT from several regions. At 12 weeks, two striking differences could be observed. The Cav-1(−/−) female M4/subQ adipocytes have significantly reduced lipid droplets thereby explaining the reduction in weight at such an early age (Fig.3 A). Additionally, the mammary ducts are noticeably perturbed: The number of ducts per field is increased, and the ductal epithelia exhibit hyperproliferation (data not shown). We further assessed the mammary gland architecture using whole-mount preparations (Fig. 3 B). Although the size of the Cav-1(−/−) mammary glands is overtly reduced, the overall architecture is intact and the total number of ducts per gland does not seem to be altered (quantification of ductal density is also shown (Fig. 3 B, inset)). We therefore conclude that the reduction in mammary gland size in Cav-1 knockout females is primarily due to reduced adipocyte diameter. A second interesting finding at 12 weeks of age is the near complete ablation of adipocytes in the hypodermal fat layer of both Cav-1(−/−) males and females (Fig. 3 A). Normally, the epidermis overlies a layer of adipocytes ∼3–4 cell layers thick; this layer is notably absent in Cav-1-deficient mice. Obviously, the lack of the hypodermal fat layer does not contribute significantly to the reduced body weight of the knockout animals; nevertheless, it is intriguing that there is a selective early effect on the hypodermal and female mammary/subQ WAT. Histological analysis of similar fat pads in the 36-week-old high fat diet mice indicates a systemic effect on adipose tissue. The most highly affected tissues are the mammary gland/subcutaneous and the peri-gonadal WAT in both Cav-1(−/−) males and females, although all fat pads are affected to some degree (Fig. 3 C shows the female M4/subQ WAT and peri-gonadal tissue). There are several notable observations: The M4/subQ in the Cav-1 null females is so severely perturbed that it no longer resembles mammary tissue. The adipocytes are highly reduced in number and display heterogeneity in size, and there is marked interstitial fibrosis and hypercellularity (Fig.3 C, left panel). All other major fat pads examined (the male M4/subQ, the male/female peri-gonadal, and peri-renal/retroperitoneal) show similar histological abnormalities (Fig. 3 C, right panel). Lipid droplet size in Cav-1 null adipocytes is generally ∼2- to 3-fold smaller than in wild-type adipocytes. Additionally, there is marked extracellular matrix deposition and hypercellularity (possibly of adipocyte precursors) surrounding the existing adipocytes. As mentioned above, the initial characterization of Cav-1 null mice revealed abnormalities in the lung and