Background: HIV-1 invades the central nervous system early after infec
tion when macrophage infiltration of the brain is low but myelin pallo
r is suggestive of blood-brain-barrier damage. High-level plasma virem
ia is a likely source of brain infection. To understand the invasion r
oute, we investigated virus penetration across in vitro models with co
ntrasting paracellular permeability subjected to TNF-alpha. Materials
and Methods: Blood-brain-barrier models constructed with human brain m
icrovascular endothelial cells, fetal astrocytes, and collagen I or fi
bronectin matrix responded in a dose-related fashion to cytokines and
ligands modulating paracellular permeability and cell migration. virus
penetration was measured by infectious and quantitative HIV-1 RNA ass
ays. Barrier permeability was determined using inulin or dextran. Resu
lts: Cell-free HIV-1 was retained by the blood-brain barrier with clos
e to 100% efficiency. TNF-alpha increased virus penetration by a parac
ellular route in a dose-dependent manner proportionately to basal-perm
eability. Brain endothelial cells were the main barrier to HIV-1. HIV-
1 with monocytes attracted monocyte migration into the brain chamber.
Conclusions: Early after the infection, the blood-brain barrier protec
ts the brain from HIV-1. Immune mediators, such as TNF-alpha, open a p
aracellular route for the virus into the brain. The virus and viral pr
oteins stimulate brain microglia and macrophages to attract monocytes
into the brain. infiltrating macrophages cause pro progression of HIV-
1 encephalitis.