Spinal NMDA receptor (NMDAR), protein kinase C (PKC), and glucocorticoid receptor (GR) have all been implicated in the mechanisms of morphine tolerance; however, how these cellular elements interact after chronic morphine exposure remains unclear. Here we show that the expression of spinal NMDAR and PKC␥ after chronic morphine is regulated by spinal GR through a cAMP response elementbinding protein (CREB)-dependent pathway. Chronic morphine (10 g, i.t.; twice daily for 6 d) induced a time-dependent upregulation of GR, the NR1 subunit of NMDAR, and PKC␥ within the rat's spinal cord dorsal horn. This NR1 and PKC␥ upregulation was significantly diminished by intrathecal coadministration of morphine with the GR antagonist RU38486 or a GR antisense oligodeoxynucleotide. Intrathecal coadministration of morphine with an adenylyl cyclase inhibitor (2Ј,5Ј-dideoxyadenosine) or a protein kinase A inhibitor (H89) also significantly attenuated morphine-induced NR1 and PKC␥ expression, whereas intrathecal treatment with an adenylyl cyclase activator (forskolin) alone mimicked morphine-induced expression of GR, NR1, and PKC␥. Moreover, the expression of phosphorylated CREB was upregulated within the spinal cord dorsal horn after chronic morphine, and a CREB antisense oligodeoxynucleotide coadministered intrathecally with morphine prevented the upregulation of GR, NR1, and PKC␥. These results indicate that spinal GR through the cAMP-CREB pathway played a significant role in NMDAR and PKC␥ expression after chronic morphine exposure. The data suggest that genomic interaction among spinal GR, NMDAR, and PKC␥ may be an important mechanism that contributes to the development of morphine tolerance.