Lung morphogenesis begins with a ventral out-pouching of endodermally derived cells from the anterior foregut into the surrounding mesenchyme at E9 -9.5 1 in the mouse. Lung tubules are formed by branching morphogenesis as respiratory epithelial cells proliferate and differentiate to form the conducting airways. Thereafter, terminal airways sacculate and septate to form the alveoli typical of the peripheral lung. The ordered process mediating branching morphogenesis and the formation of the alveoli are regulated by the precise temporalspatial expression of many transcription factors, including Gata6, Ttf1, and forkhead transcription factors, including Foxa1, Foxa2, Foxj1, Foxf1, Foxp1, and Foxp2, that regulate gene expression and influence cell differentiation in the lung (1-6).Foxa (previously termed HNF3) transcription factors comprise a subfamily of forkhead transcription factors that share Ͼ90% homology in the winged helix DNA binding domain.