BRCA2 is a tumor suppressor gene that has been implicated in response to DNA damage, cell cycle control, and transcription. BRCA2 has been found to be overexpressed in many breast tumors, suggesting that altered expression of the BRCA2 gene may contribute to breast tumorigenesis. To determine how BRCA2 is overexpressed in tumors, we investigated the transcriptional regulation of the BRCA2 promoter. Deletion mapping of the BRCA2 promoter identified three regions associated with 3-fold activation or repression and one upstream stimulatory factor binding site associated with 20-fold activation. Gel shift and cotransfection studies verified the role of USF in regulation of BRCA2 transcription. Analysis of the ؊144 to ؊59 region associated with 3-fold activation identified a putative NFB binding site. Cotransfection of the p65 and p50 subunits of NFB upregulated the BRCA2 promoter 16-fold in a luciferase reporter assay, whereas mutations in the binding site ablated the effect. Gel shift and supershift assays with anti-p65 and -p50 antibodies demonstrated that NFB binds specifically to the NFB site. In addition, ectopic expression of NFB resulted in increased levels of endogeneous BRCA2 expression. Thus, NFB and USF regulate BRCA2 expression through the BRCA2 promoter.BRCA2 is a tumor suppressor gene associated with familial predisposition to breast and ovarian cancer (1, 2). Mutations in BRCA2 are thought to account for 20 -35% of all inherited breast cancers and are associated with a 37-85% lifetime risk of developing cancer (3, 4). The great majority of disease-associated mutations in BRCA2 result in truncation of the BRCA2 protein, suggesting that loss of function of BRCA2 results in tumor susceptibility. However, the mechanisms by which the BRCA2 protein suppresses tumor cell growth are largely unknown.The BRCA2 gene encodes a 3418-amino acid nuclear protein (2, 5), that has been implicated in the cellular response to DNA damage. BRCA2 interacts directly with RAD51, a protein involved in meiotic and mitotic recombination, DNA doublestranded break repair, and chromosome segregation (6, 7), through the BRC repeats and a C-terminal binding site. BRCA2Ϫ/Ϫ animals die as early embryos (8 -11), and viable BRCA2 Ϫ/Ϫ early mouse embryos are highly sensitive to ␥-irradiation-induced DNA damage (9). Moreover, cells expressing mutant BRCA2 are more sensitive to methyl methanesulfonate-induced DNA damage than cells expressing wild type BRCA2 (12), and BRCA2 appears to be required for ionizing radiation-induced assembly of a RAD51 protein complex in vivo (13).BRCA2 may be also involved in regulation of the cell cycle and genome instability. BRCA2 is expressed in a cell cycle-dependent manner with peak expression in the S and G 2 phases of the cell cycle. Low levels of expression are detected in G 0 , G 1 , and M phase (14). Cell cycle-dependent expression has recently been associated with binding of the upstream stimulatory factor (USF) 1 protein and Elf-1 transcription factor to the BRCA2 promoter (15). In addition, BRCA2 ex...