The retinoblastoma susceptibility gene product pRb restricts cellular proliferation by affecting gene expression by all three classes of nuclear RNA polymerases. To elucidate the molecular mechanisms underlying pRb-mediated repression of ribosomal DNA (rDNA) transcription by RNA polymerase I, we have analyzed the effect of pRb in a reconstituted transcription system. We demonstrate that pRb, but not the related protein p107, acts as a transcriptional repressor by interfering with the assembly of transcription initiation complexes. The HMG box-containing transcription factor UBF is the main target for pRb-induced transcriptional repression. UBF and pRb form in vitro complexes involving the C-terminal part of pRb and HMG boxes 1 and 2 of UBF. We show that the interactions between UBF and TIF-IB and between UBF and RNA polymerase I, respectively, are not perturbed by pRb. However, the DNA binding activity of UBF to both synthetic cruciform DNA and the rDNA promoter is severely impaired in the presence of pRb. These studies reveal another mechanism by which pRb suppresses cell proliferation, namely, by direct inhibition of cellular rRNA synthesis.The cell division cycle proceeds in a temporally ordered series of events that involves both positive and negative regulators. Among the negative regulators are the product of the retinoblastoma susceptibility gene (RB-1), pRb, and the related p107 and p130 proteins (reviewed in references 9 and 43). It was recognized early that mutations that affect the retinoblastoma gene product are implicated in perturbed control of the cell cycle and the genesis of a wide variety of human tumors (20). pRb appears to act as a signal transducer connecting the cell cycle clock with the transcriptional machinery. Loss of pRb function deprives the cell of an important mechanism for inhibiting cell proliferation through modulation of gene expression. The growth-suppressing activity is related to the ability of pRb to block progression from the G 1 to the S phase. pRb is a phosphoprotein whose state of phosphorylation fluctuates through different phases of the cell cycle. Underphosphorylated pRb predominates in G 1 , and phosphorylation by the cyclin-dependent kinases seems to relieve the G 1 block and permit entry into the S phase (12, 16). Thus, pRb may act as a key switch in allowing cells to go through the cell cycle.One approach to deciphering the function of pRb was the identification of its interacting partners. pRb binds and controls the activity of various cellular and viral proteins, including the E2F family of transcription factors, Elf-1, MyoD, Pu.1, ATF-2, SP1, c-Abl, and some of the DNA tumor virus-transforming proteins, such as E1A protein, simian virus 40 large T antigen, and human papillomavirus E7 protein (reviewed in reference 41). Binding of the hypophosphorylated form of pRb to E2F proteins specifically prevents the expression of genes that are required for DNA replication (17).Previous studies examining the mechanism of growth suppression have focused on the ability of p...