fThe p300, CBP, and pCAF lysine acetyltransferase (KAT) proteins have been reported to physically interact with bovine (BPV) and human (HPV) papillomavirus E2 proteins. While overexpression of these KAT proteins enhances E2-dependent transcription, the mechanism has not been determined. Using RNA interference (RNAi) to deplete these factors, we demonstrated that E2 transcriptional activity requires physiological levels of p300, CBP, and pCAF. Each protein appears to have a unique function in E2-dependent transcription, since overexpression of one KAT failed to compensate for RNAi knockdown of another KAT. Using an in vitro acetylation assay, we identified highly conserved lysines that are targeted by p300 for acetylation. The conservative changes of lysines at positions 111 and 112 to arginine were of particular interest. The K111R and the K111R/K112R mutants showed reduced transcriptional activity that was not responsive to p300 overexpression, while the K112R mutant retained activity. p300 and CBP were detected at the viral promoter; however, pCAF was not. We propose a model by which E2 transcriptional activity is controlled by p300-mediated acetylation of lysine 111. This model represents a novel mechanism regulating papillomavirus gene expression.T he papillomavirus E2 protein controls transcription of viral early gene products by binding to specific DNA motifs (ACCN6GGT) critically placed within the viral genome (1). While viral gene expression is controlled by a variety of cellular transcription factors, including TFIID, Sp1, Oct1, and AP1 (2-6), expression of E2 results in increased transcriptional activation from the bovine papillomavirus (BPV) promoter and enhancer elements containing E2 binding sites (7,8). DNA binding activity is conferred by the C-terminal DNA binding domain (DBD); however, the N-terminal transactivation domain (TAD) of E2 is also necessary for specific activity (9-12). The ability of the TAD to activate transcription in the absence of the DBD (13) indicates that its function is at least partly mediated through complex formation with cellular factors (10, 12).Prior studies have identified E2-interacting proteins that facilitate E2-dependent transcription; however, the precise mechanisms through which these factors contribute to E2 activation of the viral early promoter remain unclear. Several reports have demonstrated that general transcription factors TFIIB and TFIID, including the TATA binding protein (TBP) and several TBP-associated factors, interact with E2 (14-18) and that TFIIB and TBP can enhance transcription by E2 (3,16,18). Cellular coactivators such as Brd4, hBrm, Gps2 (also known as AMF-1), and Tax1BP1 interact with E2 and enhance E2-dependent transcriptional activation (19-24). Brd4 and Tax1BP1 stabilize E2 protein, which partially explains how these factors increase E2 transcriptional activity (20,(24)(25)(26).