Fibroblasts play a major role in processes such as wound repair, scarring, and fibrosis. Differentiation into myofibroblasts, characterized by upregulation of smooth muscle α-actin (smα) in response to profibrotic agents such as TGFβ is believed to be an important step in fibrosis. Therefore, elucidating mechanisms of myofibroblast differentiation might reveal novel targets in treating diseases such as idiopathic pulmonary fibrosis (IPF). MK2 is a kinase substrate of p38 MAP kinase that mediates some effects of p38 activation on the actin cytoskeleton. Using mouse embryonic fibroblasts (MEF) from MK2 knockout (MK2 −/− ) mice, we demonstrate that disrupting expression of MK2 expression reduces filamentous actin and stress fibers. It also causes MK2 −/− MEF to express less smα than their corresponding wild-type (WT) MEF at baseline and in response to TGFβ. Furthermore, TGFβ causes downregulation of smα in MK2 −/− MEF, instead of upregulation observed in WT MEF. Expression of other fibroblast markers, such as collagen, is not altered in MK2 −/− MEF. Our results further suggest that downregulation of smα in MK2 −/− MEF is not due to lack of activation of serum responsive promoter elements, but probably due to reduced smα message stability in these cells. These results indicate that MK2 plays a key role in regulation of smα expression, and that targeting MK2 might present a therapeutic approach in managing conditions such as pulmonary fibrosis. Keywords fibrosis; smooth muscle actin; cytoskeleton; MAPKAPK2; fibroblast; stress fibers Differentiation of fibroblasts into myofibroblasts is an important event in many conditions such as wound repair and fibrosis. For example, in pulmonary fibrosis (PF) myofibroblasts occur in areas of active fibrosis and are responsible for production and deposition of extracellular matrix proteins [Vyalov et al., 1993]. Myofibroblasts derive from fibroblasts through the action of growth factors, such as, TGFβ [Desmouliere et al., 1993;Ronnov-Jessen and Petersen, 1993;Yokozeki et al., 1997;Roy et al., 2001]. Several signaling pathways have been proposed to mediate the actions of TGFβ on fibroblasts including the MAP kinase p38. Furthermore inhibition of p38 reduced pulmonary [Underwood et al., 2000;Matsuoka et al., 2002] and renal [Stambe et al., 2004] fibrosis in animal models. Recently the role of differentiation of fibroblasts into myofibroblasts in the pathogenesis of pulmonary hypertension has also been highlighted [Stenmark et al., 2002;Short et al., 2004]. We launched this project to investigate the role of MAP kinase activated protein kinase 2 (MAPKAPK2 or MK2), which is a *Correspondence to: Usamah S. Kayyali, PhD, MPH, Pulmonary and Critical Care Division, Tufts-New England Medical Center, 750 Washington Street #257, Boston, MA 02111. E-mail: ukayyali@tufts-nemc.org. [Piguet et al., 1993;Pan et al., 1996] have been reported to be elevated in the lungs of IPF patients. The range of cytokines altered during fibrosis led researchers to propose that fibrosis is the result of...