SUPPLEMENTARY MATERIALS & METHODS mRNA expression and real-time PCR Total RNA was isolated from fresh tissues by lysis in TRIzol reagent (Invitrogen). B cells were purified by negative selection with a mouse B-cell isolation kit (Miltenyi Biotec), and total RNA was isolated with an RNeasy Mini kit (QIAGEN). RNA was reverse-transcribed (RT) to cDNA with a RETROscript kit (Ambion). An ABI PRISM 7900HT sequence detection system (Applied Biosystems) was employed for quantitative real-time PCR. The primer/probe sets for murine bcl-2 and GAPDH were from TaqMan Assays-on-Demand Products (Applied Biosystems). The TaqMan bcl-2 primer/probe set detects total bcl-2 transcripts. Bcl-2 gene expression levels were normalized to GAPDH. Western blot Cells were lysed in cell extraction buffer (Biosource) with addition of protease inhibitor cocktail set III (Calbiochem). Equal amounts of protein from each sample were separated on a 13% SDS-polyacrylamide gel, transferred to a nitrocellulose membrane (Amersham Biosciences), and probed with antibody to Bcl-2 (sc-7382, Santa Cruz Biotechnology) or -Actin (A2130, Sigma). Immunocomplexes were detected by incubation with horseradish peroxidaseconjugated secondary antibody and the ECL detection system (Amersham Biosciences). Viability assay Purified B lymphocytes from spleens were cultured in RPMI 1640 containing 10% FBS, 1 mM L-glutamine, and antibiotics. Cells were seeded in 96-well microplates at a density of 2.5 × 106/ml. Viability was determined using the MTT Cell Growth Determination kit (Sigma Aldrich, St. Louis MO) according the manufacturer’s instructions. The MTT kit is a colorimetric 1 assay that measures mitochondrial activity by the cleavage of 3-[4,5-dimethylthiazol-2-yl]-2,5diphenyl tetrazolium bromide (MTT). Cells were assayed every 24 hours up to 3 days. Cell cycle analysis Single-cell suspensions were washed with cold phosphate-buffed saline (PBS), fixed in cold 70% ethanol overnight, and washed again with cold PBS, 5mM EDTA. Cells were stained with propidium iodide-RNase A solution (BD Pharmingen) with incubation at 37°C for 1 hour in the dark, and analyzed using a FACs Caliber flow cytometer (Becton Dickinson) and Cell Quest software. A total of 10,000 events were collected using the FL2 channel for PI intensity and relative DNA content. Forward scatter and side scatter gates and doublet discrimination plots were used to capture whole and individual cell cells respectively. Markers were used to quantify the percentage of cells distributed in phases of the cell cycle. Tissue Lymph nodes and spleens from IgH-3’E-bcl2 (n=20; 7 to 14 months old) and WT (n=3; 8 to 13 months old) mice were fixed in formalin, embedded in paraffin, sectioned, and stained with hematoxylin and eosin (H&E). Pieces of lymph nodes and spleens were also frozen in OCT compound for immunohistology staining (n=6 knock-in and 3 WT mice). Mesenteric lymph node with germinal centers from an adult C57Bl/6 mouse was frozen in OCT compound as a positive control for the immunohistology staining. Immunohistology staining Semi-serial frozen sections were cut, fixed in acetone, and stained for germinal center B cell markers that are expressed by human follicular lymphoma (CD19, CD45R/B220, BCL6, and binding of peanut agglutinin (PNA))(1-3); for markers of infiltrating T cells (CD4 and CD8) (4) and follicular dendritic cells (5) ; and with negative control antibodies as follows: 2 Rat mAb. Frozen sections were sequentially incubated with a purified rat mAb to CD4 (clone GK1.5; 1:100 dilution in phosphate buffered saline (PBS)), CD8 (53-6.7; 1:100), CD19 (1D3; 1:100), CD45R/B220 (RA3-6B2; 1:200) or follicular dendritic cells (FDC-M1; 1:100) (Pharmingen, San Diego, CA), or with an isotype-matched negative control mAb (Pharmingen) for 1 hour at room temperature; second and third stage antibodies (per manufacturer’s instructions; Rat on Mouse HRP-polymer Kit; Biocare Medical, Concord, CA), and Betazoid DAB solution (per manufacturer’s instructions; Biocare Medical). There were three washes in PBS after each incubation step. Slides were counterstained with hematoxylin. BCL6. Frozen sections were sequentially incubated with rabbit polyclonal IgG antibody to N-terminal BCL6 ((N-3): sc-858, Santa Cruz Biotechnology, Santa Cruz, CA; 1:200 in PBS) or with normal rabbit IgG; biotinylated-anti-rabbit IgG (Vector Laboratories, Burlingame, CA; 1:400 in PBS with 2% normal mouse serum); peroxidase-streptavidin (Jackson ImmunoResearch Laboratories, West Grove, PA; 1:400 in Tris buffer), and Betazoid DAB solution. There were three washes in PBS after each incubation step. To improve visualization of BCL6 nuclear staining, the slides were not stained with hematoxylin. PNA. Frozen sections were sequentially incubated with biotinylated-PNA (Vector Laboratories; 1:400 in PBS); peroxidase-streptavidin (1:400 in Tris buffer); and Betazoid DAB solution. There were three washes in PBS after each incubation step. Slides were counterstained with hematoxylin. Evaluation of histology and immunohistology stains H&E-stained paraffin sections were evaluated by light microscopy by a hematopathologist (S.M.) without knowledge of the mouse age or strain. Lymphomas were diagnosed using criteria of the WHO classification (6). 3 Immunoperoxidase-stained frozen sections were evaluated by light microscopy by a hematopathologist (S.M.) for the location of the DAB (brown) staining on the slides stained with PNA or specific-antibody, as compared to the appropriate negative controls (7). Photomicroscopy Slides were photographed with a Nikon MICROPHOT-FXA microscope (Melville, NY) with plan apochromat objectives (4x/0.10 NA, 10x/0.25, 20x/0.40 and 40x/0.65), a SPOT Insight Color Mosaic camera (model 14.2; Diagnostic Instruments, Sterling Heights, MI), and SPOT Advanced imaging software (version 4.6). Composite figures were produced with Adobe Photoshop CS5 (version 12.0.1) and Adobe Indesign CS5 (version 7.0.2) (Adobe Systems, San Jose, CA, USA). Some images were processed to improve color balance and brightness; processing was applied equally across the entire image. 4 SUPPLEMENTARY REFERENCES 1. Pittaluga S, Ayoubi TA, Wlodarska I, Stul M, Cassiman JJ, Mecucci C, et al. BCL-6 expression in reactive lymphoid tissue and in B-cell non-Hodgkin's lymphomas. J Pathol 1996 Jun; 179(2): 145-150. 2. Rodig SJ, Shahsafaei A, Li B, Dorfman DM. The CD45 isoform B220 identifies select subsets of human B cells and B-cell lymphoproliferative disorders. Hum Pathol 2005 Jan; 36(1): 51-57. 3. Rose ML, Habeshaw JA, Kennedy R, Sloane J, Wiltshaw E, Davies AJ. Binding of peanut lectin to germinal-centre cells: a marker for B-cell subsets of follicular lymphoma? Br J Cancer 1981 Jul; 44(1): 68-74. 4. Dvoretsky P, Wood GS, Levy R, Warnke RA. T-lymphocyte subsets in follicular lymphomas compared with those in non-neoplastic lymph nodes and tonsils. Hum Pathol 1982 Jul; 13(7): 618-625. 5. 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