Activins are pluripotent growth factors that have recently been shown to be present in placental and fetal membrane preparations. Our previous studies have identified and purified activin A from ovine amniotic and allantoic fluids. In this study, ligand blots of side fractions from the isolation of activin A from allantoic fluid suggested the presence of activin-binding proteins other than follistatin. Further purification of one of these fractions involved two sequential reverse phase HPLC steps and a Superose 12HR fractionation. SDS-PAGE revealed a single protein band of 55 kDa, which was identified by NH 2 -terminal sequencing as ovine uterine milk protein (UTMP), a member of the serine protease inhibitor (serpin) superfamily of proteins. Further binding studies, using ligand blot techniques and Superose 12HR fractionation in the presence of [ 125 I]activin, demonstrated UTMP to be an activin-binding protein with a lower affinity for activin than that of follistatin. A study of the specific binding behavior of UTMP to activin, using surface plasmon resonance, revealed an apparent equilibrium dissociation constant (K d ) of 49 Ϯ 25 nM, compared with the follistatin-activin K d of 379 Ϯ 51 pM. Similar to another activin-binding protein, ␣ 2 -macroglobulin, UTMP was unable to neutralize the bioactivity of activin in a bioassay based on the capacity of activin to inhibit the proliferation of an MPC-11 plasmacytoma cell line. The high concentrations of this protein in uterine fluid during pregnancy and its ability to bind activin suggest that UTMP may act as a low affinity, high capacity binding protein to sequester activin in the local uterine environment. (Endocrinology 140: [4745][4746][4747][4748][4749][4750][4751][4752] 1999) A CTIVIN, isolated initially for its capacity to stimulate FSH (1, 2), has been identified as a member of the transforming growth factor- family and, as such, is involved in a diverse range of physiological processes, such as embryogenesis (3), spermatogonial mitosis (4), and erythropoiesis (5). The homo-or heterodimerization of two subunits,  A and  B , results in the formation of three different bioactive variants, termed activin A ( A  A ), activin AB ( A  B ), and activin B ( B  B ) (1, 2), all of which have been isolated and characterized. More recently, three other putative activin -subunits ( C ,  D , and  E ) have been identified from messenger RNA preparations using PCR procedures (6 -8).Recent data indicate that some of these bioactive variants circulate in serum (9 -11), raising the question of how their pluripotent actions are limited to specific sites. In part this is achieved by the presence of a specific binding protein, follistatin (FS) (12-14), which can neutralize the majority of the actions of activin A. The possibility of other activin-binding proteins with the capacity to regulate the actions of these pluripotent molecules has not been extensively explored.Activin A is produced by the placenta and fetal amnion and chorion preparations (15-17) ...