HIV-1 infection causes B cell hyperactivation. Tat protein, a potent virus-encoded transactivator, has the potential to activate B cells based on its pleiotropic biological properties: (1) Tat regulates cellular gene expression; (2) Tat modulates growth of various cell types; and (3) Tat is released from infected T cells and acts on bystander uninfected cells in a paracrine fashion. To test a possible activating effect of Tat on B cells, we examined the effect of purified Tat on the expression of Fas, an activation marker, in B cells in primary culture. Flow cytometric analysis demonstrated that treatment of peripheral blood mononuclear cells with Tat, at concentrations in the range of extracellular Tat as determined in vivo, up-regulated Fas expression in B cells. Reverse transcriptase-PCR further demonstrated that Tat induced Fas expression in B cells at the mRNA level. These results indicate that exogenous Tat alone can activate B cells, suggesting that Tat may contribute to B cell hyperactivation during the early stage of HIV-1 infection and activation-induced B cell death mediated by Fas during the late stage of HIV-1 infection.