Signaling pathways, the ultimate targets of which are nuclear transcription factors, determine the cell's ability to respond to external stimuli. Transduced signals can be interpreted as mitogenic-proliferative, differentiating, or apoptotic, depending on the cell type and the nature and duration of the stimulus. The mitogenic Ras/MEK/MAPK pathway is initiated by growth factor mediated activation of cognate receptors on the cell surface causing the membrane bound G protein Ras to adopt an active, GTP-bound state. Ras coordinates the activation of a cascade of serine (Ser)-threonine (Thr) kinases that begins with Raf and is followed by MAP kinase kinase 1 and 2 (MEK1/2) and mitogen-activated protein kinase (MAPK1/2) and culminates in the expression of the transcription factor c-Fos (41, 46, 48, 67) which is important for promoting cell cycle progression into S phase (14, 39, 44). The GTPase-activating protein Ras-GAP, a major negative regulator of Ras activity, acts to enhance the weak intrinsic Ras GTPase activity by accelerating the hydrolysis rate of bound GTP to GDP (7,27,31,48,57). Ras-GAP inactivation, for example by phosphorylation on Ser-Thr residues, has been implicated in Ras activation (11,24,66,89). The specificity of the signal transduction is determined by protein domains such as SH2, SH3, and PH that bind unique motifs in target proteins for recruitment into signaling complexes (55, 63).Viruses depend on cells for their replication. They take advantage of preexisting signaling pathways or activate them through various strategies, including activation of the RAS/ MEK/MAPK pathway by Ras-GAP inactivation (32). Vaccinia virus (42), simian virus 40 (SV40) (77), human immunodeficiency virus (HIV) type 1 (35), herpesvirus saimiri (38), and coxsackievirus B3 (32) depend upon the activated RAS/MEK/ MAPK pathway for growth. Herpes simplex virus type 1 (HSV-1) increases the levels of transcription factors c-Jun (37) and 23), and its replication is enhanced by activation of the c-Jun N-terminal kinase (JNK) and p38 of the stress-activated signal pathway (58,88). By contrast, HSV-2 increases c-Fos transcription (26), suggesting that the two HSV serotypes use different strategies to take advantage of signaling pathways. However, the mechanism responsible for c-Fos induction in HSV-2-infected cells, the contribution of the Ras/ MEK/MAPK pathway, and their relationship to virus replication are still unknown.The large subunits of HSV-1 and HSV-2 ribonucleotide reductase (RR1) differ from their counterparts in eukaryotic and prokaryotic cells and in other viruses in that they have an intrinsic PK activity (2,5,12,15,17,49,50,60,65). The RR1 promoter has an octamer-TAATGARAT sequence that responds to the VP16-Oct1 complex (18,78,86,87). RR1 is expressed with apparently biphasic kinetics that consist of immediate-early (IE; also known as ␣) and early components (3,30,84,86,87,90). Expression is independent of the regulatory IE protein ICP4 (18,78,86,87). AP-1 cognate sites in the HSV-2 RR1 (also known as ICP10) promo...