The epithelial mesenchymal transition (EMT) promotes tumor migration and invasion by downregulating epithelial markers such as E-cadherin and upregulating mesenchymal markers such as vimentin. Cathepsin L (Cat L) is a cysteine protease that can proteolytically activate CCAAT displacement protein/cut homeobox transcription factor (CUX1). We hypothesized that nuclear Cat L may promote EMT via CUX1 and that this could be antagonized with the Cat L-specific inhibitor Z-FY-CHO. Mesenchymal prostate (ARCaP-M and ARCaP-E overexpressing Snail) and breast (MDA-MB-468, MDA-MB-231, and MCF-7 overexpressing Snail) cancer cells expressed lower E-cadherin activity, higher Snail, vimentin, and Cat L activity, and a p110/p90 active CUX1 form, compared to epithelial prostate (ARCaP-E and ARCaP-Neo) and breast (MCF-7 and MCF-7 Neo) cancer cells. There was increased binding of CUX1 to Snail and the E-cadherin promoter in mesenchymal cells compared to epithelial prostate and breast cells. Treatment of mesenchymal cells with the Cat L inhibitor Z-FY-CHO led to nuclear-to-cytoplasmic relocalization of Cat L, decreased binding of CUX1 to Snail and the E-cadherin promoter, reversed EMT, and decreased cell migration/invasion. Overall, our novel data suggest that a positive feedback loop between Snail-nuclear Cat L-CUX1 drives EMT, which can be antagonized by Z-FY-CHO. Therefore, Z-FY-CHO may be an important therapeutic tool to antagonize EMT and cancer progression.KEYWORDS CDP/Cux, EMT, Snail, Z-FY-CHO, cathepsin L P rostate and breast cancers are the leading causes of cancer-related death in men and women, respectively, and metastasis is the primary factor underlying the high mortality rates (1). Proteolytic enzymes that promote invasion and metastasis, such as the lysosomal cysteine protease cathepsin L (Cat L), have been shown to degrade E-cadherin, promoting the epithelial mesenchymal transition (EMT) (2). Furthermore, it has also been shown that silencing Cat L can inhibit transforming growth factor  (TGF-)-mediated EMT, cell migration, and invasion by suppressing Snail transcription factor (3). Several recent studies have highlighted an additional unexpected localization and site of action for Cat L within the nucleus in breast, colon, and prostate cancers (4, 5); however, its role in the nucleus is unclear. It was proposed to mediate proteolytic processing of the transcription factor CCAAT displacement protein/cut homeobox transcription factor (CUX1) from the full-length p200 isoform to generate the p110 and p90 isoforms, of which the p110 isoform was shown to act as a cell cycle regulator to