The adenovirus immediate-early protein EIA activates the adenovirus E2 promoter and several cellular gene promoters through transcription factor E2F. The immediate-early proteins of human cytomegalovirus (HCMV) can complement an ElA-deficient adenovirus mutant and activate the adenovirus E2 promoter. HCMV also has been shown to activate the adenovirus E2 promoter. On the basis of these findings, we have investigated whether HCMV can activate the promoter of the cellular dihydrofolate reductase (DHFR) gene, which requires E2F binding for maximal promoter activity. We show that HCMV activates the DHFR promoter and that products of the HCMV major immediate-early gene region mediate the activation of the promoter specifically through the E2F site. We used gel mobility shift assays to search for potential molecular mechanisms for this activation and found an "infection-specific" multimeric complex that bound to the E2F sites in the DHFR and E2 promoters in extracts from HCMV-infected cells but not in extracts from uninfected cells. Several antibodies against HCMV immediate-early gene products had no effect on this infection-specific complex. Subsequently, the complex was found to contain E2F, cyclin A, p33Cdk2, and p107 and to be similar to S-phase-specific complexes that recently have been identified in several cell types. A functional role for the binding of the cyclin A-p33Cdk2 complex to cellular gene promoters has yet to be demonstrated; however, HCMV infection causes the induction of both cellular DNA replication and transcription of growth-related genes containing E2F sites in their promoters. The findings described above therefore may relate to both of these effects of HCMV infection. We also provide evidence that some of the molecular events associated with adenovirus infection are different from those associated with HCMV infection.Transcription factor E2F, first identified as a HeLa cell factor that binds to the adenovirus E2 promoter, has since been implicated in viral modulation of the expression of several cellular growth-controlled genes (41,43,58,86). Recent studies of E2F have focused on its association in multimeric DNA binding complexes with other cellular proteins at specific times during the cell cycle. For example, E2F associates with the underphosphorylated Gl form of tumor suppressor protein Rb in a complex that appears to down-regulate transcription (9, 19-21, 42, 78). Other studies have revealed in several cell types an S-phase-specific complex that includes at least four proteins: E2F, retinoblastoma-related protein p107, cyclin A, and a cyclin A-regulated protein serine-threonine kinase, p33cdk2 (for "cyclindependent kinase" or "cell division kinase"), that is homologous to another cyclin-regulated master cell cycle kinase, p34cdc2 (19,24,28,30,65,69,78). There has also been a report that both cyclin A and Rb are components of a DNA binding complex with an E2F-like activity, termed DRTF-1 (10). Although the E2F-p107-cyclin A-cdk2 complex has been shown to have histone kinase activity in vi...