The prolactin receptor (PRLR) is a member of the lactogen/ cytokine receptor family which mediates the diverse cellular actions of prolactin (PRL) in several target tissues. PRL is a major factor in the proliferation and differentiation of breast epithelium and is the primary hormone in the stimulation and maintenance of lactation. It is also a tumor promoter in rodents and has been implicated in the development of breast cancer (5). The human PRLR (hPRLR) has several forms, including a long form and several short forms, which are products of alternative splicing with variable lengths in their cytoplasmic domains containing some unique sequences (8, 9). The short forms S1a and S1b are dominant-negative repressors of the function of homodimers of the PRLR long form that mediates all known stimulatory functions of PRL through the Jak-2/Stat5 signaling pathway. The dominant-negative effect of the short forms results from their heterodimerization with the long form, leading to inactivation due to the lack of required cytoplasmic sequences for STAT signaling activation (23, 29). Intramolecular S-S bonds in the extracellular domain of the PRLR short forms were found to be required for their inhibitory action on PRL-induced PRLR long form-mediated STAT5-dependent action (29). The PRLR forms are expressed in normal and tumoral breast tissue, in most human breast cancer cells, and in several other tissues (8,17,19). In humans, hPRLR expression is controlled by a complex regulatory system at the transcriptional level which is governed by multiple promoters. These include the preferentially utilized generic promoter 1/exon 1 (PIII/hEI3), which also is present in rat and mouse, and five human-specific exon 1 promoters (hE1N1 to hE1N5) (11, 12). These promoters were found to be utilized in breast cancer tissue and cell lines, including MCF7 and T47D, and variably in other tissues (12). Among these promoters, the preferentially utilized human promoter III (hPIII), the human counterpart of rodent PIII, was functionally characterized in breast cancer cells. 17-Estradiol (E2) induced an increase in PRLR mRNA transcripts directed by the preferentially utilized hPIII promoter. Also, in transfection studies E2 activated the hPIII promoter, which lacks an estrogen response element (ERE) (16). This promoter contains functional SP1 and C/EBP elements that bind SP1/SP3 and C/EBP, respectively (10, 12). The abolition of the E2 effect by the mutation of SP1 and C/EBP elements within PIII indicated the cooperation in E2-induced transcription of hPRLR. E2 regulates PRLR expression through a nonclassical ERE-independent mechanism in target cells. The E2/estrogen receptor ␣ (ER␣) complex translocates to the nucleus and binds transfactors at the hPIII promoter, leading to the recruitment of coactivators (p300, SRC-1, and pCAF) to the complex with consequent region-specific changes in histone acetylation. These hormone/receptor-induced associations and chromatin changes favored TFIIB and RNA polymerase II recruitment, leading to the activa...