Ovarian follicles house the oocyte and, upon maturation, produce steroid and protein hormones that regulate uterine receptivity and the reproductive axis. Follicles exist in a relatively dormant, preantral (PA) 1 state until they are recruited to grow and differentiate to a preovulatory (PO) phenotype by the pituitary hormone follicle-stimulating hormone (FSH) (1, 2). Maturation of follicles to a PO phenotype involves not only proliferation but also differentiation of the enclosed granulosa cells. FSH triggers these events by binding to its G-proteincoupled receptor, located exclusively on granulosa cells in female mammals, and activating adenylyl cyclase, which converts ATP to cAMP. cAMP then acts as a second messenger primarily by activating protein kinase A (PKA) (3). PKA is a tetrameric enzyme that consists of a dimeric regulatory (R) subunit and two catalytic subunits (4). Upon binding of cAMP to the R subunits, a conformational change occurs that allows for dissociation of the active catalytic subunits, which can then phosphorylate neighboring substrates. Two classes of PKA holoenzymes, PKA I and PKA II, exist based on the association of two possible RI subunits (RI␣ and RI) or two possible RII subunits (RII␣ and RII) with four possible catalytic subunits (C␣, C1, C2, and C␥) (5). In rat granulosa cells of PA and PO follicles, PKA II␣ and PKA II are the predominant PKA isoforms present, whereas less than 5% of PKA holoenzyme activity is contributed by PKA I␣ (6 -8).The specificity of PKA action is accomplished by the targeting of PKA to specific cellular locales by virtue of its binding to a growing family of A-kinase anchoring proteins (AKAPs). Most known AKAPs anchor RII and exhibit at least a 100-fold lower affinity for RI (9). RII subunits of PKA bind with nanomolar affinity to AKAPs (5, 10). The domain on the AKAP responsible for RII binding comprises an amphipathic helix that binds to the N termini of the RII dimer (11). A growing number of "dual" AKAPs have been identified, although they still exhibit higher affinity for RII over . Recent reports, however, indicate that some AKAPs can preferentially bind . AKAPs anchor PKA to specific cellular locations, such as the actin cytoskeleton (20, 21), plasma membrane (22), mitochondria (23, 24), Golgi apparatus (25), centrosome (26), and nuclear envelope (27). The localization of PKA to distinct regions within the cell is generally thought to allow for both specific and efficient substrate phosphorylation in response to a specific stimulus (28).FSH receptor signaling in PA granulosa cells stimulates the PKA-dependent phosphorylation of a number of signaling intermediates including histone H3 (29), cAMP-response element-binding protein (CREB) (30,31), and an extracellular regulated kinase (ERK)-protein-tyrosine phosphatase that