Retinoblastoma-related (RBR) genes inhibit the cell cycle primarily by repressing adenovirus E2 promoter binding factor (E2F) transcription factors, which drive the expression of numerous genes required for DNA synthesis and cell cycle progression. The RBR-E2F pathway is conserved in plants, but cereals such as maize are characterized by having a complex RBR gene family with at least 2 functionally distinct members, RBR1 and RBR3. Although RBR1 has a clear cell cycle inhibitory function, it is not known whether RBR3 has a positive or negative role. By uncoupling RBR3 from the negative regulation of RBR1 in cultured maize embryos through a combination of approaches, we demonstrate that RBR3 has a positive and critical role in the expression of E2F targets required for the initiation of DNA synthesis, DNA replication, and the efficiency with which transformed plants can be obtained. Titration of endogenous RBR3 activity through expression of a dominant-negative allele with a compromised pocket domain suggests that these RBR3 functions require an activity distinct from its pocket domain. Our results indicate a cell cycle pathway in maize, in which 2 RBR genes have specific and opposing functions. Thus, the paradigm that RBR genes are negative cell cycle regulators cannot be considered universal.cell cycle ͉ DNA synthesis ͉ E2F ͉ RepA R etinoblastoma-related (RBR) proteins are negative cell cycle regulators conserved in animals and plants (1-5). They are known as pocket proteins by virtue of a conserved region located in their C-terminal half (i.e., the pocket domain), which is largely responsible for protein-protein interactions and biological function. It comprises 2 highly conserved A and B domains separated by a nonconserved spacer of varying length, as well as a less-conserved C-terminal region. In mammals, these proteins are well characterized and comprise RB, p107 and p130. RBR proteins repress cell cycle progression primarily through the inhibition of E2 promoter binding factor (E2F)-dependent transcription, which is required to express many genes involved in S-phase and cell cycle progression, including the minichromosome maintenance 2-7(MCM2-7) family of DNA replication factors (4, 6-11). Thus, repression or expression of E2F targets, such as MCM2-7 genes, is a good indicator of the activity of RBR and E2F proteins.In overexpression studies, all 3 mammalian pocket proteins inhibit E2F-dependent gene expression, recruit chromatin remodeling complexes, actively repress transcription, and arrest cell growth (3, 12, 13). However, gene knockouts in mice have shown that, in addition to having overlapping functions, individual pocket proteins have unique properties (14). In particular, although only RB is considered a bona fide tumor suppressor, both p107 and p130 can functionally compensate for RB inactivation or loss in certain contexts and restrain cell proliferation (15).Inactivation of RBRs can occur by various mechanisms. For example, it is well documented that several oncoviral proteins, such as SV40 large...