Formation of small polykaryons by cell-cell fusion is characteristic of herpes simplex virus (HSV) lesions, but the great majority of viruses isolated from such lesions produce only limited cell fusion in tissue culture. Because of this, HSV laboratory strains that produce extensive cell fusion (syncytium formation) in culture are regarded as variants or mutants. Furthermore, the rarity of clinical isolates able to produce syncytia in culture suggests that extensive cell fusion is deleterious in vivo. Mutations that confer a syncytial phenotype can then be regarded as bypassing a mechanism that normally limits cell fusion. Determination of how these mutations, some of which are in the cytoplasmic tail of glycoprotein B (gB), lead to syncytium formation will likely reveal how fusion is controlled. Here we show the following. (i) Truncation of the cytoplasmic tail of HSV type 2 gB (gB-2) by a minimum of 25 residues or a maximum of 49 residues produces a syncytial phenotype. (ii) Truncation by 20 to 49 residues increases cell fusion when gB-2 is coexpressed with only gD-2, gH-2, and gL-2. (iii) Truncation by 25 or more residues removes a potential endocytosis motif and increases gB-2 cell surface expression. (iv) Mutation of this motif increases gB-2 cell surface expression but does not increase fusogenic activity, whereas mutation of another potential endocytosis motif does not increase surface expression but does increase fusogenic activity. Therefore, syncytial mutations in the cytoplasmic tail of gB-2 do not act by increasing cell surface levels of the protein.Membrane fusion is a crucial facet in the life cycle of herpesviruses: in virus entry, in virus spread, probably in virus egress, and for some viruses, in cell-cell fusion. For herpes simplex viruses (HSV), entry into the cell occurs by fusion of the virus envelope with the cell plasma membrane (14, 24, 42) via a process that requires the concerted action of four viral glycoproteins, namely, glycoprotein B (gB), gD, gH, and gL (7,13,23,32). HSV membrane proteins can also cause fusion of infected cells with neighboring cells to produce polykaryocytes or syncytia; this occurs to a limited extent in herpes lesions and in cell cultures infected with wild-type strains of the virus (2, 12, 34, 41), but variants that cause more extensive fusion in tissue culture can be isolated from laboratory stocks without mutagenesis and the resulting syncytia may contain thousands of nuclei (35).Extensive cell-cell fusion in tissue culture requires the four glycoproteins involved in virus entry plus gE, gI, gM, and UL45 (10, 16); it also requires a syn mutation at any one of four loci (35), namely, gB, gK, UL20, or UL24. Because clinical isolates are rarely syncytial, whereas a wild-type virus can acquire a syncytial phenotype by a single conservative amino acid substitution in, for example, gB, it seems likely that a syncytial phenotype is actually deleterious to the virus in vivo. This possibility is supported by the finding that most of the syncytial variants tested are l...