During lytic infection in epithelial cells the expression of herpes simplex virus type 1 (HSV-1) immediateearly (IE) genes is initiated by a multiprotein complex comprising the virion-associated protein VP16 and two cellular proteins, host cellular factor (HCF) and Oct-1. Oct-1 directly recognizes TAATGARAT elements in promoters of IE genes. The role of HCF is not clear. HSV-1 also infects sensory neurons innervating the site of productive infection and establishes a latent infection in these cells. It is likely that some VP16 is retained by the HSV-1 nucleocapsid as it reaches the neuronal nucleus. Its activity must therefore be suppressed for successful establishment of viral latency. Recently, we discovered an HCF-binding cellular protein called Zhangfei. Zhangfei, in an HCF-dependent manner, inhibits Luman/LZIP/CREB3, another cellular HCFbinding transcription factor. Here we show that Zhangfei is selectively expressed in human neurons. When delivered to cultured cells that do not normally express the protein, Zhangfei inhibited the ability of VP16 to activate HSV-1 IE expression. The inhibition was specific for HCF-dependent transcriptional activation by VP16, since a Gal4-VP16 chimeric protein was inhibited only on a TAATGARAT-containing promoter and not a on a Gal4-containing promoter. Zhangfei associated with VP16 and inhibited formation of the VP16-HCFOct-1 complex on TAATGARAT motifs. Zhangfei also suppressed HSV-1-induced expression of several cellular genes including topoisomerase IIâŁ, suggesting that in addition to suppressing IE expression Zhangfei may have an inhibitory effect on HSV-1 DNA replication and late gene expression.Herpes simplex virus type 1 (HSV-1) uses two complementary strategies to avoid immune surveillance and to maintain itself in its host. Infection begins with virus replication and the lysis of infected epithelial cells. During this phase of lytic replication the virus infects sensory nerves and establishes a latent infection in neuronal nuclei located in sensory ganglia (reviewed in reference 6). The virus is thought to be almost completely quiescent during latent infection. Only one viral transcript and no readily detectible viral proteins are expressed. A variety of physiological and psychological stressors reactivate the latent viral genome to reenter the lytic phase. Following reactivation, the virus replicates in neurons and travels down the axons of sensory neurons to replicate again in epithelial cells causing a recrudescent lesion (reviewed in references 37 and 38).During the lytic infection of epithelial cells the expression of viral genes is temporally regulated and the approximately 80 viral genes involved can be described as immediate-early (IE), early (E), or late (L) depending upon the order of their expression. Initiation of the transcription of the five IE genes (ICP0, ICP4, ICP22, ICP27, and ICP47) is induced by the assembly of a multiprotein complex (VP16-induced complex [VIC]) made up of the virion protein VP16 and the two cellular proteins Oct-1 and host cel...