ϩ exchanger (NHE) regulatory factor 2 (NHERF2) is necessary for multiple aspects of acute regulation of NHE3 in intact mouse small intestine, distal ileal NHE3 activity was determined using two-photon microscopy/SNARF-4F in a NHERF2-null mouse model. The NHERF2-null mouse ileum had shorter villi, deeper crypts, and decreased epithelial cell number. Basal rates of NHE3 activity were reduced in NHERF2-null mice, which was associated with a reduced percentage of NHE3 in the apical domain and an increase in intracellular NHE3 amount but no change in total level of NHE3 protein. cAMP, cGMP, and elevated Ca 2ϩ due to apical exposure to UTP all inhibited NHE3 activity in wild-type mouse ileum but not in NHERF2-null mice, while inhibition by hyperosmolarity occurred normally. The cAMP-increased phosphorylation of NHE3 at aa 552; levels of PKAII␣ and cGMP-dependent protein kinase II (cGKII); and elevation of Ca 2ϩ were similar in wild-type and NHERF2-null mouse ileum. Luminal lysophosphatidic acid (LPA) stimulated NHE3 in wild-type but not in NHERF2-null ileum. In conclusion, 1) there are subtle structural abnormalities in the small intestine of NHERF2-null mouse which include fewer villus epithelial cells; 2) the decreased basal NHE3 activity and reduced brush border NHE3 amount in NHERF2-null mice show that NHERF2 is necessary for normal basal trafficking or retention of NHE3 in the apical domain; 3) hyperosmolar inhibition of NHE3 occurs similarly in wild-type and NHERF2-null ileum, demonstrating that some inhibitory mechanisms of NHE3 are not NHERF2 dependent; 4) cAMP inhibition of NHE3 is NHERF2 dependent at a step downstream of cAMP/PKAII phosphorylation of NHE3 at aa 552; 5) cGMP-and UTP-induced inhibition of NHE3 are NHERF2 dependent at steps beyond cGKII and the UTP-induced increase of intracellular Ca 2ϩ ; and 6) LPA stimulation of NHE3 is also NHERF2 dependent. Ca 2ϩ ; adenosine 3=,5=-cyclic monophosphate; guanosine 3=,5=-cyclic monophosphate; trafficking; Na ϩ /H ϩ exchanger regulation; Na ϩ /H ϩ exchanger regulatory factor; lysophosphatidic acid THE BRUSH BORDER sodium/hydrogen exchanger, NHE3, belongs to the SLC9A gene family of proteins and is predominantly expressed in the apical surface of small and large intestine and proximal tubules of the kidney where it accounts for the majority of intestinal and renal Na ϩ absorption (39). NHE3 activity is highly regulated. Much of this regulation involves large signaling complexes which NHE3 forms with multiple binding partners, some of which bind to the intracellular COOH-terminal ϳ377 aa of NHE3 (12, 14, 15). The Na ϩ /H ϩ exchanger regulatory factor (NHERF) family of multi-PDZ domain containing proteins (NHERFs 1-4) are scaffolds that bind to the middle of the intracellular COOH terminus of NHE3 and form some of the signaling complexes that regulate NHE3 (12-14, 36, 38). The NHERF proteins are present in the apical domain of intestinal and renal proximal tubule Na-absorptive cells and bind multiple proteins in addition to NHE3. These scaffold proteins contain t...