Friend erythroleukemia has been a powerful model for dissection of how multiple oncogenes cooperate to initiate and maintain leukemic transformation. The Friend viral complex contains a replication-defective spleen focus-forming virus (SFFV) and a replication-competent Friend murine leukemia virus (F-MuLV). It induces a multistep erythroleukemic process in susceptible mice (8,33,50). SFFV virus is the pathogenic component responsible for this acute erythroleukemia. During the early stage of the disease, the product of the SFFV env gene, gp55, interacts with the erythropoietin receptor (Epo-R) and constitutively activates signaling pathways allowing the proliferation of proerythroblasts still able to differentiate in the absence of Epo. During this early step, the activation of signaling pathways allowing proerythroblast proliferation is also strictly dependent on the c-Kit receptor and on the small form of the STK receptor tyrosine kinase (20, 57). The second stage of the disease is characterized by a clonal population outgrowth of leukemic proerythroblasts blocked in their differentiation and able to grow as permanent cell lines in vitro. Virtually all tumors display SFFV proviral integration upstream of the Spi-1/PU.1 gene, leading to overexpression of the normal transcription factor Spi-1/PU.1 (hereinafter called Spi-1). It is now well established that the dysregulation of Spi-1 expression is a critical event in the process of SFFV-induced erythroleukemia.Indeed, the terminal erythroid differentiation can be reinitiated in Friend tumor cells by chemical inducers such as hexamethylenebisacetamide (HMBA). This differentiation is associated with a decrease in Spi-1 levels (18,24,27,51), and it can be reversed by Spi-1-enforced expression (43,64). Similarly, enforced expression of Spi-1 together with both gp55 and constitutively activated Epo-R inhibits differentiation of avian erythroid progenitors (42). Furthermore, transgenic mice overexpressing Spi-1 spontaneously develop an erythroleukemia characterized by an Epo-dependent proliferation of proerythroblasts blocked in their differentiation (38). Spi-1 knockdown induced by RNA interference is sufficient to inhibit proliferation and restore terminal erythroid differentiation of erythroleukemic cell lines established from either SFFVinfected (4) or Spi-1 transgenic mice (47). At least one contribution of Spi-1 overexpression to erythroleukemia is through the inhibition of GATA-1 transcriptional activity (39,45,46,67). Indeed, enforced expression of GATA-1 is sufficient to restore the differentiation of SFFV-infected erythroleukemic cells (13,45,46). Recent data have shown that Spi-1 inhibits expression of some GATA-1 target genes by binding to GATA-1 on transcriptional promoters and creating a repressive chromatin structure through the recruitment of pRB, the histone methylase SUV39h, and the heterochromatin protein HP1␣ (55). However, although this mechanism might explain the contribution of Spi-1 to the repression of erythroid-specific GATA-1-dependent gene tr...