UV radiation indirectly regulates melanogenesis in melanocytes through a paracrine regulatory mechanism involving keratinocytes. Protease-activated receptor (PAR)-2 activation induces melanosome transfer by increasing phagocytosis of melanosomes by keratinocytes. This study demonstrated that macrophage migration inhibitory factor (MIF) stimulated PAR-2 expression in human keratinocytes. In addition, we showed that MIF stimulated stem cell factor (SCF) release in keratinocytes; however, MIF had no effect on the release of endothelin-1 or prostaglandin E2 in keratinocytes. In addition, MIF had no direct effect on melanin and tyrosinase synthesis in cultured human melanocytes. The effect of MIF on melanogenesis was also examined using a three-dimensional reconstituted human epidermal culture model, which is a novel, commercially available, cultured human epidermis containing functional melanocytes. Migration inhibitory factor induced an increase in melanin content in the epidermis after a 9-day culture period. Moreover, melanin synthesis induced by UV-B stimulation was significantly down-regulated by anti-MIF antibody treatment. An in vivo study showed that the back skin of MIF transgenic mice had a higher melanin content than that of wild-type mice after 12 weeks of UV-B exposure. Therefore, MIFmediated melanogenesis occurs mainly through the activation of PAR-2 and SCF expression in keratino- Exposure to UV radiation leads to various short-term deleterious cutaneous effects, including sunburn and immunosuppression, and long-term consequences that lead to premature aging, including hyperpigmentation.1 UV radiation indirectly regulates melanogenesis in melanocytes through a paracrine regulatory mechanism involving keratinocytes. UV-B-induced pigmentation occurs when human keratinocytes exposed to UV-B are stimulated to produce and secrete several mediators that trigger the activation of melanocytes and act as potent mitogens and melanogens for human melanocytes.2-4 The two main paracrine melanogenic cytokines, stem cell factor (SCF) and endothelin (ET)-1, have been demonstrated to play pivotal roles in skin pigmentation, including UV-Binduced pigmentation. 5 In addition, prostaglandins (PGs) are key mediators of diverse functions in the skin; and several reports 6,7 have suggested that PGs mediate postinflammatory pigmentary changes by modulating melanin synthesis and melanocyte dendricity.Protease-activated receptor (PAR)-2 is a member of a novel G-protein-coupled seven-transmembrane receptor family.8 These receptors are irreversibly activated through proteolytic cleavage of their amino termini. Subsequent to proteolytic cleavage, the newly exposed NH2 terminus acts as a tethered peptide ligand, which binds and activates the receptor. Protease-activated receptor-2 is involved in skin pigmentation because it increases the phagocytosis of melanosomes by keratinocytes.9 UV ir-