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This research focused on investigating and comparing the cytotoxicity and cellular uptake of RRR-alpha-tocopheryl polyethylene glycol succinate (TPGS, with that of alpha-tocopheryl succinate (α-TS). Both TPGS and α-TS are water-soluble forms of vitamin E with important clinical applications. Cytotoxicity assays with RAW 264.7 and LNCaP cells incubated overnight with TPGS or α-TS at concentrations ≥ 12.4 μM suggest that α-TS is more cytotoxic than TPGS. Macrophages were found to be more sensitive than LNCaP cells when treated with similar concentrations of α-TS. For both cell lines, most of the TPGS or α-TS taken up remained esterified after 24 hours. Our results suggest that cell death was due to TPGS and/or α-TS and not alpha-tocopherol. A para-hydroxyanilide of α-TS (p-HATS) that could be used to distinguish between cellular TPGS and α-TS was studied. It was found that p-HATS can be detected electrochemically and that it is hydrolyzed to α-TOH.