The papillomavirus E2 gene product plays a pivotal role in viral replication. E2 has multiple functions, including (i) transcriptional activation and repression of viral promoters and (ii) the enhancement of viral DNA replication. It was previously reported that E2 suppressed the growth of papillomavirus-positive cervical carcinoma cell lines. In the present study, we investigated the mechanisms of E2 growth inhibition. We found that the transcriptional activation function of E2 is required for inhibition of the growth of HeLa cells as well as for transcriptional repression of the viral E6/E7 promoter. It had been previously postulated that transcriptional repression of the E6/E7 promoter results from E2 binding its cognate sites proximal to the E6/E7 promoter and displacing other cellular transcriptional factors. In this study, we report a requirement for the transcription activation function for the binding of E2 to transcriptionally active templates.The papillomavirus replication cycle is regulated by the viral E2 protein, a sequence-specific DNA binding protein (1,35,53). Depending on the promoter context, E2 can act either as a transcriptional activator or as a repressor of viral gene expression. The promoters for E6/E7 gene expression of human papillomavirus type 16 (HPV16) and HPV18 are negatively regulated by E2. This repression is thought to be mediated by the binding of E2 to its recognition sites within the promoter and the displacement of cellular transcriptional factors from the promoter (3,12,14,15,20,23,28,41,42,54,55,58,59,61,62). E2 is also involved in the regulation of viral DNA replication through its association with E1, the viral replication factor (36,50,63,65,66,67,68). The conserved N-terminal domain of E2 is required for transactivation (TA), E1 binding, and DNA replication functions. The conserved C-terminal domain forms a dimer and functions as a DNA binding domain. Both conserved domains are linked by a hinged region (reviewed in reference 24).The loss of E2 expression has been also implicated in the development of HPV-induced carcinoma. Most human cervical carcinoma cells contain integrated HPV DNA and actively express E6/E7 genes (2, 52, 69). The E2 gene is frequently disrupted as a consequence of the integration of the viral genome, and it has been postulated that the loss of E2 somehow contributes to carcinogenic progression (9,40,47,64). E6/E7 genes are invariably expressed in HPV-positive cancers and are considered to be involved in the development of HPVassociated cancers. E6 targets the ubiquitination and proteolysis of p53 through its association with the ubiquitin protein ligase, E6AP (25,45,46). E7 binds pRB and inactivates its tumor suppressor function (17,38). Although E6 and E7 may have additional functions and cellular targets, it is believed that their inactivation of these important tumor suppressor proteins is critical for HPV-associated carcinogenesis. As mentioned above, E2 has the ability to suppress E6/E7 expression; thus, disruption of the E2 gene results in the...