Supplementary Information Materials and methods Cells MEFs were prepared from p53-/- or p53-/-Atf-2-/- embryos as described previously (Maekawa et al., 2007), and cultivated using 3T3 protocol. Spontaneously immortalized cells after at least 20 passages were isolated and used. Luciferase reporter assays A mixture of 1 g of reporter plasmid pGADD45-Luc that contains the human GADD45 promoter region, 1 g of the plasmid pact-ATF-2 that expresses ATF-2, 2 g of the plasmid pCMV-BRCA1 that expresses BRCA1, and 0.05 g of internal control plasmid pRL-SV40 was transfected into p53-/- or p53-/-Atf-2-/- cells using Lipofectamine (Invitrogen), and luciferase assays were performed. The total amount of plasmid DNA was adjusted to 4.05 g by adding control plasmid lacking BRCA1. The DNA fragment containing the human Maspin promoter (nucleotides -764 to +91) was amplified by PCR and cloned into the luciferase reporter pGL3-basic vector (Promega). A mixture of 8 g of reporter plasmid, 1 g of pSV40-puro and 1 g of the internal control plasmid pRL-SV40 was cotransfected into p53--/- cells or p53-/-Atf-2-/cells by using the CaPO4 method. More than 300 puromycin-resistant colonies were then pooled and used for luciferase assays. Measurement of luciferase mRNA level using real-time RT-PCR To determine the critical region in the GADD45 promoter for BRCA1-dependent activation, a mixture of 1 g of reporter plasmid pGADD45-Luc that contained the human GADD45 promoter region (-107 to +144 or -62 to +144), 2 g of pCMV-BRCA1, and 1 g of pRL-SV40 was transfected into p53-/- cells. The amount of luciferase mRNA was determined by real-time RT-PCR using the ABI 7500 Real-Time PCR Instrument and the SuperScript III Platinum SYBR Green One-Step qRT-PCR Kit (invitrogen), according to the manufacture’s instructions. Renila luciferase was used as an internal control. The PCR conditions were 50°C for 15min, 90°C for 10 min, and 40 cycles of 95°C for 15 s and 60 °C for 1 min and 40°C for 1 min. The oligonucleotide primers used were as follows: luciferase 5’-CAACTGCATAAGGCTATGAAGAGA-3’ and 5’- ATTTGTATTCAGCCCATATCGTTT-3’, GAGCATCAAGATAAGATCAAAGCA-3’ Renila and luciferase 5’5’- CTTCACCTTTCTCTTTGAATGGTT-3’ RNase protection assay Mixtures containing 6 g of pGADD45-Luc that harbor either the wild-type or mutant GADD45 promoter (nucleotides –812 to +289) and 3 g of pRL-SV40 or 6 g of pRL-TK as an internal control were transfected into p53-/- or p53-/-Atf-2-/- MEFs by using Lipofectamine Plus (Invitrogen). The transfected cells were treated with AM (2.5 g/ml) for 4 or 12 h before being harvested. Twenty-four hours after transfection, the cells were harvested and their poly(A)+ RNAs were isolated by using an mRNA purification kit (Amersham Pharmacia). Ten g of poly(A)+ RNA was hybridized with the 32P-labeled RNA probe at 42°C for 16 h according to the manufacturer's protocol for the RPAII Kit (Ambion). After digestion with a mixture of RNaseA and RNaseT1, the protected bands were separated on 5% polyacrylamide-8M urea gels. The RNA probe for GADD45 contained the promoter region from nucleotides –84 to +218, while the TK probe contained nucleotides –83 to +284 (including the 137-nucleotide intron), and the SV40 probe contained nucleotides –59 to +306 from the most upstream transcription initiation site and included the 137-nucleotide intron. Coimmunoprecipitation In coimmunoprecipitation assays of endogenous proteins, MCF7 cells were lysed by mild sonication in NET-NB buffer (20 mM Tris-HCl, pH 8.0, 1 mM EDTA, 0.5% NP-40, 150 mM NaCl) and immunoprecipitation was performed using anti-ATF-2 (N96, Santa Cruz Biotech.), anti-BRCA1 (Ab-3, Oncogene Research), or anti-Oct-1 (C-21, Santa Cruz Biotech.) antibodies. Immuno-complexes were resolved on 10% SDS-polyacrylamide gels, transferred to a PVDF membrane (Immobilon, Millipore), and probed with anti-Oct-1 or anti-NF-I antibodies (H300, Santa Cruz). Western blots were developed by using ECL detection reagents (Amersham Pharmacia). To detect the interaction with NF-I, LSLD buffer (50 mM Hepes-HCl, pH 7.4, 50 mM NaCl, 0.1% Tween 20, 10% glycerol) was used. DNA precipitation assay MCF-7 cells were lysed by mild sonication in NET-NB buffer (20 mM Tris-HCl, pH 8.0, 1 mM EDTA, 0.5% NP-40, 150 mM NaCl, 0.5% 2-mercaptoethanol). 32P-labelled GADD45 DNA probes that correspond to nucleotides -112 to +287 of the GADD45 promoter region and 1 g of poly(dI-dC) were mixed together with the cell extract. After an incubation for 1 h on ice, anti-ATF-2 (C19, Santa Cruz), anti-BRCA1 (Ab-3, Oncogene Research), or anti-Oct1 (12F11, Santa Cruz) antibodies were added and the lysates were further incubated for 3 h. The protein-DNA complexes were precipitated with Protein G-Sepharose and washed three times with NET-NB buffer. The recovered DNA was concentrated by ethanol precipitations and separated on a 2% agarose gel. In vitro binding assay The GST pull-down assays using various mutants of GST-BRCA1, GST-Oct-1 or GST-NF-I and in vitro-translated ATF-2, Oct-1 or NF-I were performed essentially as described previously (Dai et al. 1996). The GST fusion proteins were expressed in Escherichia coli and bacterial lysates containing 5 g of each GST fusion protein were rocked for 2-3 h at 4°C with 100 l of glutathione-sepharose beads (Amersham Pharmacia). The beads were washed twice with PBS containing 0.6 M NaCl, four times with PBS containing 0.05% NP-40, and then once with binding buffer (20 mM Hepes, pH 7.7, 150 mM KCl, 0.1 mM EDTA, 2.5 mM MgCl2 , 1% skim milk, 1 mM DTT, 0.05% NP40). The 35S-methionine-labeled ATF-2, Oct-1 and NF-I proteins were synthesized by using an in vitro transcription/translation kit according to the procedures described by the supplier (Promega). GST-fusion proteins bound to the glutathione-Sepharose beads were mixed with the in vitro translated proteins in various combinations. The mixture were rocked overnight at 4°C, after which the resin was washed with binding buffer five times, resuspended in SDS sample buffer, and boiled to release the bound proteins. The proteins were then analyzed by SDS-PAGE followed by autoradiography. RT-PCR Total RNA was isolated from MEFs, mouse tumor tissues, and normal mammary glands by using Isogen (Nippon Gene) as described previously (Maekawa et al., 2007). RT-PCR of Atf-2, Gadd45, Maspin, and p53 was performed using 0.5 g of total RNA and the Superscript One-Step RT-PCR System (Invitrogen) as described previously (Maekawa et al.,2007). Mouse Maspin mRNA levels were determined by real-time RT-PCR using the ABI 9700 Real-Time PCR Instrument and the QuantiTect Probe RT-PCR Kit (Qiagen), according to the manufacturers' instructions. The PCR conditions were 50°C for 30 min, 95°C for 10 min, and 40 cycles of 95°C for 15 s and 60°C for 1 min. The oligonucleotide primers and probe used were as follows: 5’-GGAAGTACCATTGGCACAAACTG-3’ and 5’-GAGCAGCACATTGGGAACCT-3’, and 5’FAM-AGCCCACATCAGCTATCGTTCGTCCA-TAMRA3’. Gel mobility-shift assay The gel shift assay was performed essentially as described previously (Maekawa et al., 1989). Briefly, purified GST-ATF-2 protein spanning amino acids 254-505 was incubated for 15 min at 25°C with a 32P-labeled oligonucleotide in a solution containing 10 mM Tris-HCl (pH 7.9), 50 mM KCl, 1 mM DTT, 0.04% NP-40, 1 g of poly(dI-dC), and 5% glycerol. The reaction mixture was separated by electrophoresis through a 4% polyacrylamide gel in 0.25 x TBE buffer (22 mM Tris-borate, 22 mM boric acid and 0.5 mM EDTA), followed by autoradiography. The oligonucleotides probes used were: 5`-GGGCGTGGCGGTGCTGCCCAGGTGAGCCACCGCTGCTTCTAAG -3` (wild type) and 5`-GGGCGTGGCGGTGCTGCCTTTTAAAAAAACCGCTGCTTCTAAG -3` (mutant). Mice and histological analyses All p53+/-Atf-2+/- and control p53+/- mice analyzed had a 75% C57BL/6J and 25% CBA genetic background. Histological analysis of tumors was performed as described previously (Maekawa et al., 2007). References Dai P, Akimaru H, Tanaka Y, Hou DX, Yasukawa T, Kanei-Ishii C et al. (1996). CBP as a transcriptional coactivator of c-Myb. Genes Dev 10: 528-40. Maekawa T, Sakura H, Kanei-Ishii C, Sudo T, Yoshimura T, Fujisawa J et al. (1989). Leucine zipper structure of the protein CRE-BP1 binding to the cyclic AMP response element in brain. EMBO J 8: 2023-2028. Maekawa T, Shinagawa T, Sano Y, Sakuma T, Nomura S, Nagasaki K et al. (2007). Reduced levels of ATF-2 predispose mice to mammary tumors. Mol Cell Biol 27: 1730-1744.