Background: SP-A, a type II cell differentiation marker, is stimulated by cAMP and inhibited by TGF-␤ in HFL. Results: cAMP enhances type II cell differentiation by repressing ZEB1 expression and TGF-␤ signaling. Conclusion: miR-200 targets, ZEB1/2 and TGF-␤2, inhibit type II cell differentiation by repressing TTF-1 transcriptional activity. Significance: This work presents the first evidence for roles of miR-200s and targets, ZEB1/2, in promoting type II differentiation and function.