Hyaluronan is an abundant and rapidly turned over matrix molecule between the vital cell layers of the epidermis and subject to large concentration changes associated with keratinocyte proliferation, migration, and differentiation induced by paracrine and endocrine factors like epidermal growth factor (EGF) and all-transretinoic acid (RA). We found that in REK cells EGF and all-trans-RA up-regulated hyaluronan synthase 2 (Has2) gene expression within 2 h 4-fold each and in HaCaT human immortal keratinocytes 8-and 33-fold, respectively. The first 10 kb of the human Has2 promoter were scanned in silico and in vitro for potential response elements of signal transducer and activator of transcription (STAT) or RA receptor (RAR) proteins. We identified a STAT-response element in the proximal promoter region and confirmed its functionality in response to EGF by chromatin immunoprecipitation (ChIP) assays. Direct in vitro binding of RARs to four RARE candidates within the Has2 promoter could not be observed at stringent gel shift conditions, but reporter gene assays demonstrated functionality of a complex of two of these RAREs located ϳ1200 bp upstream of the transcription start site. Moreover, ChIP assays using antibodies against nine nuclear proteins monitored all-trans-RAdependent binding of RAR, retinoid X receptor, mediator protein, and RNA polymerase II and also histone 4 acetylation to a promoter region containing the complex RARE. Taken together, the human Has2 gene is a potent primary EGF and all-trans-RA responding gene with a complex regulation.The glycosaminoglycan hyaluronan is a high molecular mass polysaccharide that is a key component of the vertebrate extracellular matrix and is involved in a wide range of cellular functions including migration, adhesion, and proliferation by its unique physicochemical properties and interactions with specific cell surface receptors (1). Hyaluronan is synthesized by the Has enzymes Has1, Has2, and Has3 at the plasma membrane (2). In skin epidermis, the narrow extracellular space surrounding keratinocytes contains a high concentration of hyaluronan, but it is found mainly between the basal and spinous cell layers of normal human epidermis and much less in terminally differentiated layers (3). Both in normal and diseased epidermis, keratinocyte growth and differentiation are regulated by paracrine and endocrine signaling molecules, such as EGF 1 and the nuclear hormone all-trans-RA. Interestingly, hyaluronan synthesis rate is stimulated by EGF in epidermal keratinocytes in monolayer (4) and organotypic cultures (5) and by all-trans-RA in human skin organ cultures (3). Direct evidence for the biological role of hyaluronan in epidermal keratinocytes emerged by the finding that Has2-mediated hyaluronan synthesis controls the migration rate of keratinocytes in scratch-wounded monolayer cultures (6). Hyaluronan concentration is closely correlated with the proliferative activity and volume of the vital part of the epidermis and inversely related with the markers of differentiat...