The Epstein-Barr virus (EBV) nuclear antigen 3C (EBNA-3C) protein is a transcriptional regulator of viral and cellular genes that is essential for EBV-mediated immortalization of B lymphocytes in vitro. EBNA-3C can inhibit transcription through an association with the cellular DNA-binding protein J, a function shared by EBNA-3A and EBNA-3B. Here, we report a mechanism by which EBNA-3C can activate transcription from the EBV latent membrane protein 1 (LMP-1) promoter in conjunction with EBNA-2. J DNA-binding sites were not required for this activation, and a mutant EBNA-3C protein unable to bind J activated transcription as efficiently as wild-type EBNA-3C, indicating that EBNA-3C can regulate transcription through a mechanism that is independent of J. The human herpesvirus Epstein-Barr virus (EBV) establishes a latent infection within B lymphocytes that is maintained for the lifetime of the host. Since most EBV-related diseases occur years to decades after primary infection, the establishment of a latent infection is an essential step in the development of EBV-associated malignancies. Following EBV infection in vitro, primary B lymphocytes are immortalized and able to proliferate indefinitely in culture. Of the 12 viral genes expressed during latency in these cells, 6 encode proteins considered essential for efficient EBV-mediated immortalization in vitro: EBV nuclear antigen 1 (EBNA-1), EBNA-2, EBNA-3A, EBNA-3C, EBNA-LP, and latent membrane protein 1 (LMP-1) (10,18,23,28,29,50,52).The molecular basis for the role of the EBV oncoprotein LMP-1 in transformation is its ability to constitutively activate the tumor necrosis factor receptor signal transduction pathway (36). While LMP-1 is capable of transforming immortal rodent cell lines (11), overexpression of LMP-1 in B cells results in cytotoxicity or cytostasis (15,31). The expression of LMP-1 in EBV-transformed B lymphocytes is regulated by the concerted actions of viral and cellular proteins through promoter elements targeted by ubiquitous as well as B-cell-specific proteins. One key regulator of LMP-1 expression, EBNA-2, activates transcription through interactions with cellular proteins, including J (for which there are two binding sites in the LMP-1 promoter, located in the regions from bp Ϫ298 to Ϫ290 and from bp Ϫ223 to Ϫ213) and Spi-1/Spi-B, related proteins of the ets family of transcription factors that bind to a single site in the LMP-1 promoter (bp Ϫ169 to Ϫ158) (17,20,22,24,25,27,48). Not only is J the downstream signaling protein of the Notch pathway, but it directly interacts with the intracellular domain of the Notch protein. Following activation of Notch, the intracellular domain is released by proteolysis and migrates to the nucleus to bind to DNA through its interaction with J (16).