Human TM cells derived from donors 19, 34, and 49 years of age were plated at 5000 cells per well on 8-well chamber slides in Dulbecco's modified Eagle's medium containing 10% fetal bovine serum (FBS) (Sigma-Aldrich). The medium was changed to 0.1% FBS for 2 hours before treatment. Biotinylated albumin (b-albumin; molar ratio of biotin to albumin was 8:1; Sigma-Aldrich), b-sCD44, or –p b-sCD44 (0.1 ng) was added to the wells and the slides were incubated at 4°C for 1 or 2 hours. Excess b-albumin, b-sCD44, or –p b-sCD44 not bound to the cell surface was removed by aspiration and fresh media was added. Cells were also treated with 1 μg of HA or with 1 ng of the 10-mer HA binding peptide, KNGRYSISRT, corresponding to the first HA binding site of sCD44 (amino acid residues 38 through 47). The 10-mer HA binding peptide was synthesized by Genemed Synthesis, Inc. (San Francisco, CA), and acetylated on N-terminus and amidated on C-terminus to prevent protease degradation. Control peptides were a scramble of the 10-mer sequence, or 0.1 ng of unlabeled sCD44. The slides were then warmed to 37°C for 1 or 2 hours. During the last 20 minutes, MitoTracker Red (MitoTrackerCMX Ros; Invitrogen, Carlsbad, CA) was added to the wells at a final concentration of 125 nM. For immunostaining, the cells were washed three times with PBS and fixed in cold methanol for 15 minutes. After membrane permeabilization with 0.1% saponin (Sigma-Aldrich) in PBS for 15 minutes at room temperature, the cells were incubated for 90 minutes with a mouse anti-biotin antibody (diluted 1:500; Sigma-Aldrich). The cells were washed and incubated for 45 minutes with secondary FITC-labeled goat anti-mouse antibody (diluted 1:200 in 10% normal goat serum; Jackson ImmunoResearch). The cells were then washed and mounted in Vectashield mounting medium with 4′,6-diamidino-2-phenylindole (DAPI; Vector, Burlingame, CA). The staining was examined under fluorescence and confocal microscopes on previously masked slides. Images were obtained by conventional epifluorescence microscopy using a Zeiss Axiovert 100 microscope (Carl Zeiss, Thornwood, NY). Confocal microscopy was conducted using a Leica SP2 confocal microscope (Wetzlar, Germany). Images were obtained in the middle of cells by optical sectioning. The images were captured using a ×40 or ×63 objective and were taken as single image or as a Z-series. The Z-series was created with 20 images at 0.1-μm spacing. Fluorescence intensity per cell, percent of co-localization, and integrated optical density were quantitated by computer-assisted densitometry (Metamorph 7.5; MDS Analytical Technologies, Sunnyvale, CA).