Simian virus 40 large T antigen (T Ag) is capable of immortalizing and transforming rodent cells. The transforming activity of T Ag is due in large part to perturbation of the tumor suppressor proteins p53 and the retinoblastoma (pRB) family members. Inactivation of these tumor suppressors may not be sufficient for T Ag-mediated cellular transformation. It has been shown that T Ag associates with an SCF-like complex that contains a member of the cullin family of E3 ubiquitin ligases, CUL7, as well as SKP1, RBX1, and an F-box protein, FBXW8. We identified T Ag residues 69 to 83 as required for T Ag binding to the CUL7 complex. We demonstrate that ⌬69-83 T Ag, while it lost its ability to associate with CUL7, retained binding to p53 and pRB family members. In the presence of CUL7, wild-type (WT) T Ag but not ⌬69-83 T Ag was able to induce proliferation of mouse embryo fibroblasts, an indication of cellular transformation. In contrast, WT and ⌬69-83 T Ag enabled mouse embryo fibroblasts to proliferate to similarly high densities in the absence of CUL7. Our data suggest that, in addition to p53 and the pRB family members, T Ag serves to bind to and inactivate the growth-suppressing properties of CUL7. In addition, these results imply that, at least in the presence of T Ag, CUL7 may function as a tumor suppressor.Simian virus 40 (SV40) is well characterized as a tool to study neoplastic transformation and cell cycle regulation. Two tumor antigens are encoded by SV40: large T antigen (T Ag) and small t antigen (t ag). Both are expressed from a differentially spliced common precursor mRNA, and their expression occurs soon after infection from a transcript initiating at the early promoter. T Ag is a 708-amino-acid protein that plays a major role in viral replication, in part by driving entry into the cell cycle of quiescent cells. In addition to its critical roles in establishing productive infection, T Ag is required for viral tumorigenesis. The transforming activity of T Ag is due in large part to its perturbation of the retinoblastoma (pRB) family members and p53 tumor suppressor proteins (12,32).The p53 protein is a key regulator of the cell cycle in response to a variety of cellular stresses, and the gene encoding p53 is mutated in the majority of human tumors. The activities of p53 are mediated largely by its ability to transcriptionally regulate genes that either induce cell cycle arrest (e.g., Cdkn1a) or promote apoptosis (e.g., Bax). Through this transcriptional regulation, p53 plays an essential role in the maintenance of genomic integrity (20). Two carboxy-terminal regions of T Ag, residues 351 to 450 and 533 to 626, are required for its direct association with this tumor suppressor (12,15,33). It is well known that T Ag inactivation of the tumorsuppressing function of p53 contributes significantly to the ability of T Ag to induce entry into the cell cycle and proliferation, ultimately leading to a transformed phenotype.Another primary transforming function of T Ag is the inactivation of pRB family members. P...