In multidrug-resistant (MDR) derivatives of the mouse lymphoid tumor P388, the emergence of MDR is associated with overexpression and transcriptional activation of the mdr3 gene, either in the absence of (P388/VCR-10) or concomitant with (P388/ADM-2) gene amplification. In both instances, Northern (RNA) blotting analyses have suggested the presence of altered mdr3 transcripts in these cells, possibly originating from novel transcription initiation sites. The mechanisms underlying mdr3 overexpression in these cells have been investigated. In P388/VCR-10 cells, Southern blotting analyses together with genomic DNA cloning and nucleotide sequencing have demonstrated the presence of an intact mouse mammary tumor virus (MMTV) within the boundaries of intron 1 of mdr3. cDNA cloning and nucleotide sequencing indicated that this integration event results in the synthesis and overexpression of a hybrid MMTV-mdr3 mRNA which initiates within the U3 region of the 5' long terminal repeat (LTR) of the provirus. Consequently, this mRNA lacks the normal exon 1 of mdr3 but contains (i) MMTV LTR-derived sequences at its 5' end, (ii) a novel mdr3 exon, mapping within the boundaries of intron 1 downstream of the MMTV integration site and generated by alternative splicing, and (iii) an otherwise intact 3' portion ofmdr3 starting at exon 2. A similar type of analysis of P388/ADM-2 cells revealed that mdr3 overexpression in these cells is associated with the integration of an intracisternal A particle (IAP) within an LlMd repetitive element, immediately upstream of mdr3. The IAP insertion results in the overexpression of hybrid AP-mdr3 mRNA transcripts that initiate within the 3' LTR of the IAP and which contain TAP LTR-derived sequences at the 5' end spliced 14 nucleotides upstream of the normal exon 1 of mdr3. Taken together, these results indicate that independent retroviral insertions were the initial mutagenic event responsible for mdr3 overexpression and survival during drug selection of these cell lines. Amplification of the rearranged and activated mdr3 gene copy occurred during further selection for high-level drug resistance in P388/ADM-2 cells.Expression of P-glycoprotein (P-gp), a phosphoglycoprotein of 170 kDa, causes multidrug resistance (MDR) in cultured cells in vitro and cancer cells in vivo (23,28). P-gps are encoded by a small family of closely related genes, with two members MDRI and MDR2 (also called MDR3) in humans and three members, mdrl, mdr2, and mdr3, in mice (7,19,30,31,76). The MDR phenotype is linked to an ATP-dependent decrease in cellular drug accumulation and increased drug efflux (18). The functional role of P-gps in drug resistance has been established in transfection experiments, in which sensitive cells acquire the MDR phenotype after expression of full-length cDNAs for either the mouse mdrl, mouse mdr3, or human MDR1 gene (19,29,73). Human MDR2 and mouse mdr2 genes do not seem to play any role in MDR, as transfection and overexpression of these genes do not confer drug resistance (31, 67). Highly...