The transcription factor E2F and its regulation by pRB and related pocket proteins are central to cell cycle control in higher eukaryotes. Much of our knowledge of this regulation has come from studies using immediate-early proteins of DNA tumor viruses. Previously, we reported that the 72-kDa immediate-early region 1 gene product of the human cytomegalovirus, IE72, transactivates the dihydrofolate reductase promoter through the E2F site and that it physically interacts with E2F1 (M. J. Margolis, S. Pajovic, E. L. Wong, M. Wade, R. Jupp, J. A. Nelson, and J. C. Azizkhan, J. Virol. 69:7759-7767, 1995). In this study, we further characterized the mechanism by which IE72 modulates E2F-dependent transcription. In vitro phosphorylation reactions using gel-purified bacterially expressed proteins revealed that IE72 is a kinase that autophosphorylates and phosphorylates E2F1, -2, and -3 (but not E2F4 or -5) and the RB-related pocket proteins p130 and p107 (but not pRB). The region of IE72 spanning amino acids 173 to 197 shows a high level of homology to the ATP binding sites in over 500 kinases. The kinase-negative protein IE72⌬ATP, from which this region has been deleted, cannot activate E2F-dependent transcription. The kinase activity of IE72 is also required for its ability to reduce the association of E2F4 with p107 and p130. Taken together, these data suggest that the kinase activity of IE72 is required for E2F-dependent transcriptional activation and that this is likely to result from phosphorylation of specific members of the E2F and pocket protein families by IE72.E2F was originally identified as a transcription factor required by E1A for activation of the adenovirus E2 promoter. The gene encoding dihydrofolate reductase (DHFR) was the first cellular gene shown to contain a binding site for E2F (6), and transactivation of its promoter by adenovirus E1A was found to be E2F dependent (18). Subsequently, E2F was shown to be involved in the cell cycle regulation of several genes important in cellular growth control (for reviews, see references 23, 24, and 38). E2F activity is regulated by its interaction with the product of the tumor suppressor retinoblastoma susceptibility gene, pRB, and the related pocket proteins, p107 and p130, which are themselves tightly regulated during differentiation (36) and the cell cycle (for a review, see reference 32). With the cloning of E2F1, followed by the cloning of other, related proteins, E2F was shown to consist of a family with five members that heterodimerize with DP1 or DP2, which are members of a related protein family (for a review, see reference 23). The different E2F family members show specificity in their interactions with the pocket proteins; whereas E2F4 is able to interact with all of the pocket proteins, E2F1, -2, and -3 appear to interact only with pRB and E2F5 apparently interacts only with p130 (4,13,16,19,21,25,29). Modulation of transcription from promoters containing E2F sites can be achieved through increased E2F transactivation activity by release of free E...