-Postnatal lung development requires coordination of three processes (surface area expansion, microvascular growth, and matrix remodeling). Because normal elastin structure is important for lung morphogenesis, because physiological remodeling of lung elastin has never been defined, and because elastin remodeling is angiogenic, we sought to test the hypothesis that, during lung development, elastin is remodeled in a defined temporal-spatial pattern, that a novel protease is associated with this remodeling, and that angiogenesis is associated with elastin remodeling. By elastin in situ zymography, lung elastin remodeling increased 24-fold between embryonic day (E) 15.5 and postnatal day (PND) 14. Remodeling was restricted to major vessels and airways on PND1 with a sevenfold increase in alveolar wall elastin remodeling from PND1 to PND14. By inhibition assays and literature review, we identified chymotrypsin-like elastase 1 (CELA1) as a potential mediator of elastin remodeling. CELA1 mRNA levels increased 12-fold from E15.5 to PND9, and protein levels increased 3.4-fold from E18.5 to PND9. By costaining experiments, the temporal-spatial pattern of CELA1 expression matched that of elastin remodeling, and 58 -85% of CELA1 ϩ cells were Ͻ10 m from an elastase signal. An association between elastin remodeling and angiogenesis was tested by similar methods. At PND7 and PND14, 60 -95% of angiogenin ϩ cells were associated with elastin remodeling. Both elastase inhibition and CELA1 silencing impaired angiogenesis in vitro. Our data defines the temporal-spatial pattern of elastin remodeling during lung development, demonstrates an association of this remodeling with CELA1, and supports a role for elastin remodeling in regulating angiogenesis. matrix remodeling; elastin; pulmonary vascular development THREE COORDINATED PROCESSES occur during the saccular and alveolar stages of lung development that are critical to meeting the metabolic demands of ex utero life. Airway branching and septation dramatically increase gas exchange surface area, expansion of the pulmonary microvasculature increases perfusion capacity to match this increased surface area, and matrix remodeling and epithelial thinning increase gas diffusion capacity. Multiple studies have demonstrated that these three processes are intertwined. Microvascular development is necessary for alveolar septation (21), and models of impaired alveolar septation have marked pruning of the pulmonary vasculature (24). Reduced matrix metalloproteinase (MMP)-2 and MMP14 activity impairs alveolar septation (4, 30), and pulmonary epithelial cells (30), vascular cells (37), and macrophages (26) all remodel lung matrix during saccular and alveolar lung development. Because elastin plays a critical mechano-developmental role in the lung (1), and remodeling of elastin is angiogenic (31-33), we asked whether elastin remodeling might provide a mechanistic link between matrix remodeling, alveolar growth, and microvascular expansion.