NADPH:cytochrome P450 reductase (CPR) provides reducing equivalents to diverse cytochrome P450 monooxygenases. We isolated cDNAs for three CPR genes (CPR1, CPR2, and CPR3) from hybrid poplar (Populus trichocarpa ϫ Populus deltoides). Deduced CPR2 and CPR3 amino acid sequences were 91% identical, but encoded isoforms divergent from CPR1 (72% identity). CPR1 and CPR2 were co-expressed together with the P450 enzyme cinnamate-4-hydroxylase (C4H) in yeast (Saccharomyces cerevisiae). Microsomes isolated from strains expressing CPR1/C4H or CPR2/C4H enhanced C4H activities approximately 10-fold relative to the C4H-only control strain, and catalyzed NADPH-dependent cytochrome c reduction. The divergent CPR isoforms (CPR1 and CPR2/3) contained entirely different N-terminal sequences, which are conserved in other plant CPRs and are diagnostic for two distinct classes of CPRs within the angiosperms. C-terminal green fluorescent protein fusions to CPR1 and CPR2 were constructed and expressed in both yeast and Arabidopsis. The fusion proteins expressed in yeast retained the ability to support C4H activity and, thus, were catalytically active. Both CPR::green fluorescent protein fusion proteins were strictly localized to the endoplasmic reticulum in transgenic Arabidopsis. The lack of localization of either isoform to chloroplasts, where P450s are known to be present, suggests that an alternative P450 reduction system may be operative in this organelle. Transcripts for the three poplar CPR genes were present ubiquitously in all tissues examined, but CPR2 showed highest expression in young leaf tissue.Cytochrome P450 monooxygenase enzymes (P450s) play key roles in a wide range of oxidative metabolic reactions in various organisms from microbes to humans. In animals, xenobiotic detoxification and sterol biosynthesis are the major functions of P450s. However, P450-mediated reactions in plants encompass a much broader spectrum, including biosynthesis of plant hormones and signal molecules, defenserelated chemicals and structural secondary natural products, and herbicide detoxification (for review, see Werck-Reichhart et al., 2000;Feldmann, 2001). The Arabidopsis genome encodes 273 P450 genes (www.biobase.dk/P450), highlighting the important biochemical roles of P450-mediated reactions that have evolved in plants.Most eukaryotic P450s are not self-sufficient enzymes, and their catalytic activities strictly rely on an electron donor, NADPH:cytochrome P450 reductase (CPR; Lu et al., 1969). CPR (EC 1.6.2.4) transfers two electrons from NADPH to diverse P450s via two prosthetic groups, FAD and FMN, in sequence as electron entry and exit ports, respectively (Iyanagi and Mason, 1973;Vermilion et al., 1981). Both P450s and CPR are integral membrane-bound proteins, and the reducing equivalents are delivered mainly through transient electrostatic interactions on the endoplasmic reticulum (ER) membrane (Nisimoto, 1986;Shen and Kasper, 1995). CPR is also known to transfer electrons to cytochrome b 5 , which forms part of electron transport ch...