Cell differentiation is uniquely regulated by lineage-specific transcription factors. Efforts have been made to understand the function of each transcription factor from the viewpoint of context-dependent and hierarchical relationships with other transcription factors. Recent studies have revealed critical regulatory networks among key transcription factors regulating differentiation of hematopoietic cells (8, 51). However, such interrelations between transcription factors are usually validated in cell culture but not by in vivo experimental systems. Recent studies have shown that the latter approach is more informative than in vitro or in transfecto approaches because various physiological parameters are present for validation. Several key transcription factors regulating megakaryocytic differentiation have been described. c-Myb is a critical regulator at the bifurcation of erythroid and megakaryocytic differentiation from the megakaryocytic-erythroid bipotential progenitor (MEP). Decreased c-Myb activity in MEP was found to enhance megakaryocytic differentiation (27). The other factors regulating megakaryocytic differentiation, especially after lineage commitment, include GATA1, GATA2, SCL/Tal1, Runx1, and the Ets family factors Fli-1 and TEL (32, 38, 41). In contrast, terminal maturation of megakaryocytes depends heavily on NF-E2, a heterodimer of the cap'n'collar (CNC) transcription factor p45 and a small Maf protein (24, 31, 34, 36). GATA1 has been shown to be an indispensable regulator of erythroid and megakaryocytic cell differentiation. Disruption of the Gata1 gene in mouse results in lethality at the midgestation stage due to the failure of primitive hematopoiesis (10, 42). In contrast, a megakaryocyte-specific knockdown of the Gata1 gene (Gata1ΔneoΔHS/Y) was reported not to be lethal but to result in severe thrombocytopenia and accumulation of immature megakaryocytes (37). The temporal and spatial expression pattern of Gata1 conforms with these contributions of GATA1 to erythroid and megakaryocytic cell differentiation (43). Regulatory regions recapitulating endogenous Gata1 gene expression in hematopoietic cells have been delineated (30), and we refer to the regulatory region as the Gata1 gene hematopoietic regulatory domain (G1HRD). It has been shown that impaired function of NF-E2 affects terminal maturation of megakaryopoiesis, resulting in the accumulation of mature megakaryocytes with higher ploidy (34, 36) and defective proplatelet formation (16, 31). As the small Maf proteins lack any canonical transactivation domains, the transcription activation ability of NF-E2 resides solely in the p45 subunit (3, 24, 29), suggesting that p45 abundance may be a primary determinant of NF-E2 activity. In this regard, the N-terminal half of p45 has been identified as a transactivation domain (3, 29), which recruits TAFII130 and CBP (1, 12). Another structural feature of the p45 N-terminal region is the presence of two WW domain-binding motifs (or PPXY motifs), which are necessary for β-Globin gene transcription (15, 22). In addition to the PPXY motifs, the very end of the N-terminal region is also necessary for β-Globin gene transcription (3). It should be noted that all of these studies examined the domain function of p45 in immortalized erythroid cells but not in the megakaryocytic lineage. Three lines of evidence suggest that GATA1 directly activates p45 gene expression in megakaryocytes. First, genetic analyses revealed that GATA1 dysfunction causes a reduction of p45 expression in megakaryocytes (35, 49). Second, a well-conserved tandem palindromic GATA-binding site has been found in the p45 gene 1b promoter, which was shown to be functional in a reporter assay using K562 cells (21). Third, GATA1 appears to be required at earlier stages of megakaryopoiesis than p45 (5, 36, 37, 49). In addition to GATA1, it has also been shown that other factors, such as GATA2 and SCL, participate in p45 gene regulation in megakaryocytes (4, 19). To validate the GATA1-p45 regulatory axis in megakaryocytes, we adopted a transgenic complementation rescue approach. We examined whether G1HRD directs sufficient expression of p45 to sustain normal megakaryopoiesis. We generated transgenic mouse lines expressing p45 under the control of G1HRD, and these lines were crossed into the p45-null background. The compound mutant mice showed normal platelet counts and no sign of hemorrhage, indicating that G1HRD-driven p45 rescued the defective megakaryopoiesis and thrombogenesis of p45-null mice. In contrast, a p45 mutant lacking 38 amino acids of the N-terminal region could not rescue thrombogenesis in p45-null mice, suggesting the presence of essential transactivation activity in this region. We also evaluated the contribution of p45 to the GATA1-directed regulatory hierarchy by crossing the G1HRD-p45 mice with Gata1ΔneoΔHS mice. Whereas Gata1ΔneoΔHS/Y megakaryocytes express reduced amounts of p45, the p45 transgene rescued p45 levels to normal levels in megakaryocytes from compound mutant mice. Of the phenotypes observed in Gata1ΔneoΔHS/Y megakaryocytes, decreased expression of platelet genes and an abnormal increase in immature megakaryocytes were partially restored by the transgene-derived p45 expression, but thrombocytopenia in peripheral blood was not substantially improved. This study is a unique in vivo validation of the hierarchical relationship between GATA1 and p45, demonstrating that the GATA1-p45 regulatory axis is operative in megakaryopoiesis.