We have shown that increases in plasma [Mg] ([Mg]pl) increases brain ECF[Mg] ([Mg]ECF) during normoxia, (Ped. Res. 39: 374A, 1996). The effects of HI on [Mg]pl and its entry into brain are unclear. This study determined the effects of HI on the uptake and clearance rate and maximal [Mg] in plasma and brain ECF by comparing 6 HI miniswine (HI, 5.5±3 days, x±SD) to 7 nomoxic animals (Nx, 4±2 days). A 1 cm loop-type microdialysis probe was inserted into the superficial cerebral cortex for measurement of brain [Mg]ECF. After a control period, 275 mg/kg MgSO4 was administered i.v. for 30 min followed by 100 mg/kg for 30 min. HI and Nx miniswine differed only during the last 15 min of Mg infusion, when HI was induced (FiO2=.08, bilateral carotid occlusion, hypotension). For Nx, [Mg]pl increased from 0.57±0.21 mM at control to 5.71±1.08mM at 30 min and 5.38±1.08mM at 60 min of Mg infusion. For HI, [Mg]pl increased from 0.48±0.11mM at control to 6.40±1.08mM at 30 min and 8.90±1.44mM at 60 min of infusion(p<.0001 group-time interaction). T1/2uptake (time to achieve ½ maximal [Mg]pl) was faster for Nx(12.9±1.7min,Nx vs 19.6±2.2min,HI respectively, p<.0001). Following infusion [Mg]pl decreased to similar values at 300 min in both groups (1.87±0.96mM, Nx vs 2.18±0.56mM, HI). T1/2clearance(time to achieve a 50% decrease in maximal[Mg]pl) did not differ between groups. For [Mg]ECF, values for Nx increased from 0.21±0.06mM at control to a maximum of 0.38±0.14mM. Similarly, for HI, [Mg]ECF increased from 0.23±0.11mM at control to a maximum of 0.39±0.13mM. There were no group differences in T1/2 uptake and T1/2clearance for [Mg]ECF, but the ratio of[Mg]ECF/[Mg]plat 60 min of infusion was greater for Nx(0.076±0.025 Nx vs 0.042±0.010 HI, p=.009). Conclusion HI results in higher [Mg]pl during and after Mg infusion and may reflect decreased renal perfusion. The lower [Mg]ECF/[Mg]pl ratio for HI suggests that entry of Mg into the brain is limited relative to normoxia; decreased Mg delivery, and/or transporter saturation may contribute to this observation.