Elevated expression or activity of the epidermal growth factor (EGF) receptor is common in ovarian cancer and is associated with poor patient prognosis. Our previous studies demonstrated that expression of the constitutively active mutant form of the EGF receptor (EGFRvIII) in ovarian cancer cells led to reduction in integrin ␣2 surface expression, defects in cell spreading, and disruption of focal adhesions. Inhibition of EGFRvIII catalytic activity reversed the response, suggesting that EGF receptor activation regulates integrin ␣2. In this study we found that EGF treatment resulted in a transient loss of integrin ␣2 from the cell surface. Before EGF stimulation, integrin ␣2 and EGF receptors were associated based on biochemical and immuno-colocalization approaches. After EGF treatment, EGF receptor and integrin ␣2 were internalized and segregated into different compartments. Integrin ␣2, but not EGF receptor, was associated with caveolin-1 and GM1 (Gal_1,3GalNAc_1,4(Neu5Ac-_ 2,3)Gal_1,4Glc_1,1-ceramide) gangliosides, suggesting caveolae-mediated endocytosis. Moreover, integrin ␣2 was subsequently targeted to the Golgi apparatus and the endoplasmic reticulum. Together, these findings demonstrate that activated EGF receptor transiently modulates integrin ␣2 cell surface expression and stimulates integrin ␣2 trafficking via caveolae/ raft-mediated endocytosis, representing a novel mechanism by which the EGF receptor may regulate integrin-mediated cell behavior.Epithelial ovarian carcinoma accounts for 80 -90% of ovarian tumors and is the leading cause of death from gynecologic malignancy, resulting in 16,210 deaths in 2005 (1). Because of the current inability to detect disease confined to the ovary (stage I), ϳ75% of women are initially diagnosed with disseminated intra-abdominal disease (stage III-IV) and have a 5-year survival of Ͻ20%, whereas patients diagnosed with cancer localized to the ovary have a Ͼ90% 5-year survival. Clinically, tumors often involve the ovary and omentum, with diffuse intraperitoneal metastases and malignant ascites. Ovarian cancer metastasis results from numerous intraperitoneal adhesive events, suggesting that carcinoma cell integrins regulate subsequent invasive or metastatic behavior (2-4).Integrins are the major family of cell surface receptors that mediate attachment to the extracellular matrix, and these integrin-mediated adhesive interactions are intimately involved in the regulation of many cellular functions, including tumor cell growth, apoptosis, and metastasis (5-7). After disseminated primary ovarian tumor cells attach to the peritoneal mesothelial monolayer via CD44 (8 -10), integrin-mediated cell-matrix interaction potentiates intraperitoneal invasion. Ovarian carcinoma cells extend cytoplasmic processes through the junctional margins of neighboring mesothelial cells, inducing cellular retraction and exposure of the submesothelial extracellular matrix, followed by integrin-mediated adhesion to the newly exposed matrix (11,12). Analysis of adhesive preferences and integ...