The protein kinase found in the short region of alphaherpesviruses, termed US3 in herpes simplex virus type 1 (HSV-1) and pseudorabies virus (PRV) and ORF66 in varicella-zoster virus (VZV), affects several viral and host cell processes, and its specific targets remain an area of active investigation. Reports suggesting that HSV-1 US3 substrates overlap with those of cellular protein kinase A (PKA) prompted the use of an antibody specific for phosphorylated PKA substrates to identify US3/ORF66 targets. HSV-1, VZV, and PRV induced very different substrate profiles that were US3/ORF66 kinase dependent. The predominant VZV-phosphorylated 125-kDa species was identified as matrin 3, one of the major nuclear matrix proteins. Matrin 3 was also phosphorylated by HSV-1 and PRV in a US3 kinase-dependent manner and by VZV ORF66 kinase at a novel residue (KRRRT150EE). Since VZV-directed T150 phosphorylation was not blocked by PKA inhibitors and was not induced by PKA activation, and since PKA predominantly targeted matrin 3 S188, it was concluded that phosphorylation by VZV was PKA independent. However, purified VZV ORF66 kinase did not phosphorylate matrin 3 in vitro, suggesting that additional cellular factors were required. In VZV-infected cells in the absence of the ORF66 kinase, matrin 3 displayed intranuclear changes, while matrin 3 showed a pronounced cytoplasmic distribution in late-stage cells infected with US3-negative HSV-1 or PRV. This work identifies phosphorylation of the nuclear matrix protein matrin 3 as a new conserved target of this kinase group.All herpesviruses studied to date encode proteins predicted to be protein kinases, based on the presence of conserved signature domains common to cellular kinases. Considerable interest in their roles and functions has developed, because they influence multiple cellular processes by controlling the phosphorylation of both cellular and viral proteins. Two serine/ threonine (S/T)-specific protein kinases are found in alphaherpesvirus genomes: the UL13 kinase of herpes simplex virus types 1 and 2 (HSV-1 and HSV-2) (open reading frame 47 [ORF47] in varicella-zoster virus [VZV]) has recognizable homologues in all known herpesviruses, whereas the US3 kinase (ORF66 in VZV) is found in the short genomic region of members of the alphaherpesvirus subfamily. Both alphaherpesvirus kinases are genetically dispensable for viral growth in culture, but kinase-deficient viruses invariably show impaired replication in specific cell types and/or attenuation in animal models of disease (22,37,45,57,62,64,65,73,79), suggesting important roles that are dependent on the host cell environment.The 393-residue ORF66 protein kinase of VZV has such cell-specific importance. VZV causes chickenpox upon primary infection and herpes zoster upon reactivation from a prolonged neuronal latent state. VZVs expressing ORF66 that is translationally halted or kinase inactive show only modest growth impairment in cell cultures used for VZV propagation and in human skin in the SCID-hu mouse model but show s...