The cyclopentenone 15-deoxy-# 12,14 -prostaglandin J 2 (15d-PGJ 2 ) inhibits proliferation of cancer cells, including breast cancers, by peroxisome proliferator-activated receptor-; (PPAR;)-dependent and PPAR;-independent mechanisms. However, little is known about its effect on the transcriptional activity of estrogen receptor-A (ERA) that plays vital roles in the growth of breast cancers. Here, we show that 15d-PGJ 2 inhibits both 17B-estradiol (E 2 )-dependent and E 2 -independent ERA transcriptional activity by PPAR;-independent mechanism. In addition, 15d-PGJ 2 directly modifies ERA protein via its reactive cyclopentenone moiety, evidenced by incorporation of biotinylated 15d-PGJ 2 into ERA, both in vitro and in vivo. Nanoflow reverse-phase liquid chromatography tandem mass spectrometry analysis identifies two cysteines (Cys 227 and Cys 240 ) within the COOH-terminal zinc finger of ERA DNA-binding domain (DBD) as targets for covalent modification by 15d-PGJ 2 . Gel mobility shift and chromatin immunoprecipitation assays show that 15d-PGJ 2 inhibits DNA binding of ERA and subsequent repression of ERA target gene expression, such as pS2 and c-Myc. Therefore, our results suggest that 15d-PGJ 2 can block ERA function by covalent modification of cysteine residues within the vulnerable COOH-terminal zinc finger of ERA DBD, resulting in fundamental inhibition of both hormonedependent and hormone-independent ERA transcriptional activity. [Cancer Res 2007;67(6):2595-602]