Strain EDP3 was isolated from an industrial-activated sludge. It belonged to the gamma group of Proteobacteria with an identity of 97.0% to Acinetobacter calcoaceticus according to the 1 6S rRNA gene sequences. It can tolerate up to 1000mg.L-1 phenol at room temperature with a much longer lag phase. This indicates that higher phenol concentration has induced some physiological and genotypic changes in the bacterium. The aim of this study is,therefore,to investigate these responses to phenol concentration variations in strain EDP3. Proteome analysis is conducted by means of a two-dimensional polyacrylamide gel electrophoresis (2D PAGE) and matrix-assisted laser desorption ionization time of flight mass spectrometry (MALDI-TOF-MS) was conducted to obtain a deeper insight into the adaptive responses inside the bacterium. Comparative analysis of the proteome profiles of strain EDp3 the higher phenol concentration,oxidative stress proteins were dominant. The synthesis of a heat shock protein,600O0 chaperonin GroEL,was also amplified. In addition,the expression of one membrane protein,adenosine 5'-triphosphate (ATP)-binding cassette (ABC) type sugar transporter,was found up-regulated. The inhibition of adenosine 5'-triphosphate (ATP) and RNA/protein synthesis was also observed.