The relationship between the covalent binding, uptake, and toxicity produced by S-(1,2-dichlorovinyl)-L-cysteine (DCVC) and S-(1,1,2,2-tetrafluoroethyl)-L-cysteine (TFEC) was investigated in suspensions of rabbit renal proximal tubules (RPT). The DCVC and TFEC at concentrations of 25 pM produced a time-dependent (1-6 hours) loss of RPT viability. The TFEC was biotransformed rapidly by P-lyase to a reactive metabolite which bound covalently to tubular protein. Approximately 63% of the TFEC-equivalents inside the cell were bound to protein. Covalent binding of TFEC-equivalents was associated with a 30% decrease in tubular basal and state 3 respiration, a sevenfold increase in lipid peroxidation, and, ultimately, cell death. The DCVC was biotransformed rapidly to a reactive metabolite which bound covalently to tubular protein. Approximately 90% of the DCVC-equivalents inside the cell were bound covalently to tubular protein. Following exposure to 25 pM DCVC, the binding of DCVC-equivalents was associated with a l7-fold increase in lipid peroxidation but, in contrast to TFEC, had no effect on tubular respiration. However, exposure of RPT to 100 p M DCVC resulted in a ninefold increase in the binding of DCVC-equivalents and a 30% decrease in tubular state 3 respiration. The P-lyase inhibitor aminooxyacetic acid (AOAA) blocked the covalent binding, mitochondrial dysfunction, lipid peroxidation, and cell death produced by TFEC. The AOAA decreased the covalent binding and the lipid peroxidation produced by DCVC by approximately 60-70% but had no effect on cell death. These results suggest that mitochondrial bioactivation of TFEC by p-lyase is critical for TFEC-induced mitochondrial dysfunction and the resulting cell death. These results also suggest that cytosolic bioactivation and binding, but not mitochondrial bioactivation and dysfunction, are important in the toxicity produced by DCVC to rabbit RPT. The lack of protection against DCVC toxicity by AOAA may be related to incomplete inhibition of DCVC metabolism or bioactivation of DCVC by pathways other than P-lyase.