Amplification of the human cytomegalovirus (HCMV) lytic origin (oriLyt) in human fibroblasts is dependent upon six core replication proteins and UL84, IE2, and UL36-38. Using a telomerase-immortalized human fibroblast cell line (T-HFs), oriLyt-dependent DNA replication no longer required the gene products of UL36-38. To determine the role of IE2 in DNA replication in human fibroblasts, we examined potential IE2-binding sites within HCMV oriLyt. We now show that a strong bidirectional promoter (oriLyt PM ) (nucleotides 91754 to 92030) is located in the previously identified core region of the origin and is required for efficient amplification of oriLyt. It was determined that a 14-bp novel DNA motif (oriLyt promoter activation element), which was initially identified as a binding element for the immediate-early protein IE2, was essential for oriLyt PM activity. In Vero cells the oriLyt PM was constitutively active and strongly repressed by IE2, but it was reactivated by UL84. In contrast, transfection of the oriLyt PM into human fibroblasts resulted in a very low basal level of promoter activity that was dramatically up-regulated upon infection with HCMV. Cotransfection assays demonstrated that the transfection of UL84 along with IE2 transactivated the oriLyt PM in human fibroblasts. Further activation was observed upon cotransfection of the set of plasmids expressing the entire replication complex. Efficient oriLyt amplification in the absence of IE2 in human fibroblasts was observed by replacing the oriLyt PM with the simian virus 40 early promoter. Under these conditions, however, UL84 was still required for amplification of oriLyt. These results suggest that the mechanism of initiation of HCMV lytic replication in part involves transcriptional activation.Human cytomegalovirus (HCMV) contains a single lytic origin for DNA replication, oriLyt, located near the center of the U L region and upstream of the open reading frame (ORF) encoding the single-stranded DNA-binding protein ppUL57 (1,19,40). The HCMV oriLyt is remarkable among viral replication origins for its apparent size and complexity. The entire oriLyt region of HCMV is located from nucleotides (nt) 90500 to 93930 and is composed of a core (nt 91751 to 93299) which contains two essential regions (1,40,66). These essential regions (I and II) contain a pyrimidine-rich sequence (Y-block), various reiterated sequences, several transcription factor-binding sites, direct and inverted repeat sequences, base composition biases and strand asymmetries, and RNA-DNA hybrid structures and is a site of active transcription (the small replication transcript [SRT]) (1,22,40,49,66). Despite the apparent exhaustive investigation of elements within oriLyt that contribute to DNA synthesis, few data exist with respect to the actual function of these elements in initiation of DNA replication.Some information concerning the initiation of DNA synthesis can be inferred from the required virus-encoded transacting factors necessary to replicate oriLyt. In human fibroblasts, oriLy...