The biological effects of 17-estradiol (E 2 ) are mediated by the two estrogen receptor (ER) isoforms ER␣ and ER. These receptors are ligand-inducible transcription factors that belong to the nuclear receptor superfamily. These receptors are also targets for a broad range of natural and synthetic compounds that induce ER activity, including dietary compounds, pharmaceuticals, and various types of environmental pollutants such as bisphenols and polychlorinated hydroxy-biphenyls. Here, we study the effect of the combustion byproduct 3-methylcholanthrene (3-MC) on ER␣ and ER. 3-MC is a compound identified previously as an activator of the aryl hydrocarbon receptor (AhR). Activation of AhR is traditionally associated with an inhibition of the E 2 signaling network. In this study, we demonstrate that 3-MC is a cell-specific activator or inhibitor of E 2 signaling pathways. We show that 3-MC acts as a repressor in some cells, presumably via the AhR, whereas it is a potent activator of ER activity in other cells. It is interesting that we demonstrate that the estrogenic effects of 3-MC are dependent on the ability of cells to metabolize parental 3-MC to alternative compounds. In summary, our results suggest that exposure to AhR ligands like 3-MC can lead to either activation or repression of E 2 signaling, depending on the cellular context.Eukaryotic cells respond and adapt to changes in their environment by altering their enzymatic activities. This can be accomplished in part by increasing or decreasing the transcription rate of genes encoding relevant proteins. A critical point for cells is to correctly decipher the environmental changes that occur. To meet this challenge, eukaryotic cells have developed receptor proteins with the ability to distinguish between different environmental cues. However, the intensive use of chemicals in today's modern society has introduced a plethora of manmade compounds into the environment that possess abilities to interfere with receptormediated signaling pathways, a phenomenon known as endocrine disruption.The two estrogen receptor isoforms, ER␣ and ER, regulate the cellular response to estrogens, which are involved in the regulation of a wide range of physiological functions, including cell growth and proliferation, regulation of the cardiovascular system, and maintaining of bone homeostasis. Besides the endogenous hormones, a broad range of natural and synthetic compounds induces ER activity. For example, dietary substances like isoflavonoids and coumestans activate the ERs and so do various types of environmental pollutants such as bisphenol A and polychlorinated hydroxybiphenyls.The ERs belong to the nuclear receptor (NR) superfamily and share a conserved structural arrangement with other members of the family. NRs carry a centrally located, highly conserved DNA binding domain that mediates both dimerization and specific DNA binding. The DNA binding domain