The breast cancer resistance protein (BCRP) is abundant in the placenta and protects the fetus by limiting placental drug penetration. We hypothesize that pregnancy-specific hormones regulate BCRP expression. Hence, we examined the effects of progesterone (P 4) and 17-estradiol (E2) on BCRP expression in the human placental BeWo cells. P 4 and E2 significantly increased and decreased BCRP protein and mRNA, respectively. Likewise, treatment with P 4 and E2 increased and decreased, respectively, fumitremorgin C-inhibitable mitoxantrone efflux activity of BeWo cells. Reduction in BCRP expression by E 2 was abrogated by the estrogen receptor (ER) antagonist ICI-182,780. However, the progesterone receptor (PR) antagonist RU-486 had no effect on P 4-mediated induction of BCRP. P4 together with E2 further increased BCRP protein and mRNA compared with P 4 treatment alone. This combined effect on BCRP expression was abolished by RU-486, ICI-182,780, or both. Further analysis revealed that E 2 significantly decreased ER mRNA and strongly induced PRB mRNA in a dose-dependent manner but had no effect on PR A and ER␣. P4 alone had no significant effect on mRNA of ER␣, ER, PRA, and PR B. E2 in combination with P4 increased PRB mRNA, but the level of induction was significantly reduced compared with E 2 treatment alone. Taken together, these results indicate that E 2 by itself likely downregulates BCRP expression through an ER, possibly ER. P 4 alone upregulates BCRP expression via a mechanism other than PR. P 4 in combination with E2 further increases BCRP expression, presumably via a nonclassical PR-and/or E 2-mediated synthesis of PRB. hormonal regulation; ATP-binding cassette transporter; pregnancy THE BREAST CANCER RESISTANCE PROTEIN (BCRP) is the second member (gene symbol ABCG2) of the subfamily G of the large ATP-binding cassette (ABC) transporter superfamily (1, 9, 25). BCRP is highly expressed in many normal tissues, including the epithelium of the small intestine and the liver canalicular membrane (22). Therefore, in addition to conferring resistance in cancer cells to chemotherapeutic agents such as mitoxantrone (MX), topotecan, and methotrexate (8,9,25,36), BCRP has been shown to mediate apically-directed drug transport and play a significant role in absorption, distribution, and elimination of BCRP substrates (4,19,21,32,35). Of interest is that BCRP is also abundantly expressed in the apical membrane of placental syncytiotrophoblasts (22). Whereas the precise physiological role of BCRP in the placenta is still unclear, existing data suggest that BCRP may protect the fetus against toxic substances/drugs and metabolites by extruding them across the placental barrier. For example, Bcrp1, the murine homolog of BCRP, has been shown to significantly alter fetal distribution of topotecan, a BCRP substrate. The fetus/plasma ratio of topotecan was increased twofold in pregnant mice treated with the BCRP inhibitor GF-120918 compared with the vehicle-treatment control (19).Distribution of drugs that are BCRP substrate...