It is widely accepted that diet changes are a powerful means to prevent cancer. The possible involvement of transcriptional activity in the anticancer activity of carotenoids will be the focus of this review. Carotenoids function as potent antioxidants, and this is clearly a major mechanism of their action. In addition carotenoids action involves interference in several pathways related to cancer cell proliferation and includes changes in the expression of many proteins participating in these processes such as connexins, phase II enzymes, cyclins, cyclin-dependent kinases and their inhibitors. These changes in protein expression suggest that the initial effect involves modulation of transcription by ligand-activated nuclear receptors or by other transcription factors. It is feasible to suggest that carotenoids and their oxidized derivatives interact with a network of transcription systems that are activated by different ligands at low affinity and specificity and that this activation leads to the synergistic inhibition of cell growth.