The adenylate cyclase toxin (ACT) of Bordetella pertussis does not require a receptor to generate intracellular cyclic AMP (cAMP) in a broad range of cell types. To intoxicate cells, ACT binds to the cell surface, translocates its catalytic domain across the cell membrane, and converts intracellular ATP to cAMP. In cells that express the integrin CD11b/CD18 (CR3), ACT is more potent than in CR3-negative cells. We find, however, that the maximum levels of cAMP accumulation inside CR3-positive and -negative cells are comparable. To better understand how CR3 affects the generation of cAMP, we used Chinese hamster ovary and K562 cells transfected to express CR3 and examined the steps in intoxication in the presence and absence of the integrin. The binding of ACT to cells is greater in CR3-expressing cells at all concentrations of ACT, and translocation of the catalytic domain is enhanced by CR3 expression, with ϳ80% of ACT molecules translocating their catalytic domain in CR3-positive cells but only 25% in CR3-negative cells. Once in the cytosol, the unregulated catalytic domain converts ATP to cAMP, and at ACT concentrations >1,000 ng/ml, the intracellular ATP concentration is <5% of that in untreated cells, regardless of CR3 expression. This depletion of ATP prevents further production of cAMP, despite the CR3-mediated enhancement of binding and translocation. In addition to characterizing the effects of CR3 on the actions of ACT, these data show that ATP consumption is yet another concentration-dependent activity of ACT that must be considered when studying how ACT affects target cells.T he adenylate cyclase toxin (ACT) of Bordetella pertussis, the causative agent of whooping cough, is a single polypeptide composed of an N-terminal, 400-amino-acid adenylate cyclase (AC) enzymatic domain and a 1,306-amino-acid cell-binding domain homologous to the repeats-in-toxin (RTX) family of calcium-binding, pore-forming bacterial protein toxins (2,16,17,26,32). The AC domain converts ATP to cAMP in a high-turnover reaction that is stimulated by eukaryotic calmodulin (18). The RTX component forms oligomeric pores in cell membranes and serves as the cell binding domain (55, 58). To generate cyclic AMP (cAMP), ACT binds to cells, translocates the catalytic domain across the cytoplasmic membrane without endocytosis or macropinocytosis (11,19,25), and catalyzes the conversion of intracellular ATP to cAMP.Several cytotoxic effects for ACT have been identified, starting with the discovery that toxin-generated cAMP inhibits core functions of neutrophils and macrophages, such as the generation of an oxidative burst and killing of phagocytized bacteria (8, 49). ACT elicits additional cAMP-mediated effects in a variety of eukaryotic cells; these include apoptotic cell death, dysfunction of the cell cytoskeleton, cell cycle arrest, chloride secretion from polarized epithelial cells, and dysregulation of the adaptive immune system (8,11,22,30,34,47,49,50,54). To generate cAMP, the AC enzyme reaction consumes cellular ATP, further contrib...