Nonclassical estrogen receptor ␣ (ER␣) signaling can mediate E2 negative feedback actions in the reproductive axis; however, downstream pathways conveying these effects remain unclear. These studies tested the hypothesis that p21-activated kinase 1 (PAK1), a serine/threonine kinase rapidly activated by E 2 in nonneural cells, functions as a downstream node for E 2 signaling pathways in cells of the preoptic area, and it may thereby mediate E 2 negative feedback effects. Treatment of ovariectomized (OVX) rats with estradiol benzoate (EB) caused rapid and transient induction of phosphorylated PAK1 immunoreactivity in the medial preoptic nucleus (MPN) but not the arcuate nucleus. To determine whether rapid induction of PAK phosphorylation by E 2 is mediated by nonclassical [estrogen response element (ERE)-independent] ER␣ signaling, we used female ER␣ null (ER␣ ؊/؊ ) mice possessing an ER knock-in mutation (E207A/G208A; AA), in which the mutant ER␣ is incapable of binding DNA and can signal only through membrane-initiated or ERE-independent genotropic pathways (ER␣ ؊/AA mice). After 1-h EB treatment, the number of pPAK1-immunoreactive cells in the MPN was increased in both wild-type (ER␣ ؉/؉ ) and ER␣ ؊/AA mice but was unchanged in ER␣ ؊/؊ mice. Serum luteinizing hormone (LH) was likewise suppressed within 1 h after EB treatment in ER␣ ؉/؉ and ER␣ ؊/AA but not ER␣ ؊/ ؊ mice. In OVX rats, 5-min intracerebroventricular infusion of a PAK inhibitor peptide but not control peptide blocked rapid EB suppression of LH secretion. Taken together, our findings implicate PAK1 activation subsequent to nonclassical ER␣ signaling as an important component of the negative feedback actions of E 2 in the brain.GnRH ͉ LH ͉ estrogen receptor ␣ O varian estradiol-17 (E 2 ) conveys negative feedback actions within the reproductive axis that include inhibition of gonadotropin-releasing hormone (GnRH) neurosecretion and suppression of gonadotrope responsiveness to GnRH stimulation. Both actions can be sustained by E 2 treatment regimens that maintain serum E 2 levels in low physiological ranges (1) and they can also be manifested rapidly, within minutes after E 2 injection (2). Studies of estrogen receptor ␣ (ER␣), ER, and ER␣/ null mutant mice have clearly implicated ER␣ as the isoform essential for E 2 negative feedback regulation in vivo (3, 4).Cell signaling pathways that transduce ER␣-mediated negative feedback are not well understood. In classical ER␣ signaling mechanisms, E 2 binds nuclear ERs and recruits coactivators to consensus palindromic estrogen response elements (EREs). Direct binding of ERs to EREs thereby mediates alterations in transcription of target genes. Nonclassical ER␣ signaling mechanisms operate independently of ER␣ binding directly to EREs and include protein-protein interactions with transcription factors, such as AP1, SP1, and NF-B (5), which in turn mediate transcriptional regulation at their cognate response elements. Nonclassical ER␣ signaling also includes membrane-associated receptor activation coupled...