It has previously been reported by us that high-level expression of the Env protein of Fr-MLV clone A8 in brains is crucial for induction of spongiform neurodegeneration, and that the 0.3-kb fragment containing the R, U5, and the 5 leader sequence of A8 is responsible for neuropathogenicity. In the present study, the role of the 5 untranslated region in protein expression was investigated. Luciferase expression vectors containing the LTR (R-U3-U5) and 5 leader sequence of A8 and non-neuropathogenic 57 Fr-MLV, designated gl-A8 and gl-57, and their chimeric vectors, were constructed, and transfected into rat glial cells F10. Replacement of the region containing the 3 half of R, U5, and 5 leader sequence of gl-A8 with that of 57 showed a reduction in luciferase activities, and replacement of this region of gl-57 with that of A8 showed increased luciferase activity. These results show that the region containing the 3 half of R, U5, and 5 leader sequence of A8 more efficiently up-regulates protein expression than 57. In particular, the 3 half of 5 leader of A8 was most responsible for the up-regulation of protein expression. Of interest, after replacement of the fragments between A8 and 57, changes in the activities of vectors containing A8-U3 paralleled the amount of mRNA, but the activities of vectors containing 57-U3 did not. Furthermore, it is suggested that the region containing R, U5, and the 5 leader sequence influences transcriptional or post-transcriptional steps, depending on the upstream sequence containing enhancer elements and promoter.Key words cis-regulatory element, murine leukemia virus, retrovirus, 5 untranslated region.The 5 untranslated region of the proviral genome of retrovirus which contains the LTR (U3-R-U5) and 5 leader sequence is involved in a variety of functions that affect different steps in retrovirus replication (1). The U3 region found upstream of the transcription start site contains the majority of cis-acting control elements which regulate transcriptional initiation by cellular RNA polymerase II. The R region, present at both ends of viral RNA, mediates the 5 -3 jump of reverse transcriptase during synthesis of minus-strand DNA. In addition, the R region is