Abstract Nucleolin (NCL), an abundant multifunctional phosphoprotein, is upregulated in numerous cancers. While NCL overexpression is implicated in tumor growth and angiogenesis, how NCL over-function contributes to tumorigenesis is poorly understood. Aberrant activity of DNA methyltransferase (DNMT) has been well documented in cancers and higher DNMT expression predicts worse prognosis, but how DNMT gene is regulated remains elusive. Given that NCL deregulation disrupts NFκB pathway, a DNMT1 gene transactivator, we speculated that NCL might promote cancer via DNA hypermethylation. To test this, initially we statistically analyzed 5 datasets from Gene Expression Omnibus. We found that NCL expression is elevated (n=121) and positively correlated with DNMT1/3a/3b in leukemia patients (n=242), indicative of their functional interaction in leukemogenesis. When Kasumi-1 and MV4-11 cells were transfected with NCL siRNA for 48 hours, by Western blot and PCR, we observed that NCL knockdown caused DNMT downregulation. Similar results were obtained when Kasumi-1 and MV4-11 cells were exposed to 1µM or 3µM of AS1411, a quadruplex DNA aptamer binding to NCL, for 48 hours. In contrast, ectopic expression of NCL in 293T cells upregulated DNMT, arguing for the positive role of NCL in DNMT transcription. Mechanistically, NCL-driven DNMT upregulation occurred via NFκB signaling, as NCL dysfunction (by siRNA and AS1411) dephosphorylated NFκBp65 (Ser536), and siRNA-mediated NFκB depletion abolished its phosphorylation leading to DNMT suppression. We then extracted genomic DNA from the above treated cells and subjected to Dotblot using 5mC antibody. We evidenced that NCL inactivation induced global DNA hypomethylation, whereas NCL overexpression resulted in DNA hypermethylation. Functionally, NCL inhibition by siRNA and AS1411 activated caspase-3 and caspase-8 and significantly abrogated leukemia cell clonogenic potential. Further, when MV4-11 cells were transfected with NCL siRNA, at 6 hours after transfection when the cells were not apoptotic, 2X106 cells were injected subcutaneously into nude mice for tumorigenesis (n=6). Compared to scramble control, we found that NCL knockdown dramatically decreased tumor volume and weight. H&E and IHC staining by Ki-67 or 5mC indicated the excessive reduction of tumor-forming rate and the significant decrease of DNA methylation. Thus, our collective findings highlight the interactive features between DNMT machinery and NCL oncogenic pathway providing a rationale for targeting NCL as a general approach to treat cancers unresponsive to current DNA methylation inhibitor therapy. Citation Format: Na Shen, Fei Yan, Jiuxia Pang, shujun Liu. Nucleolin promotes leukemogenesis through DNA hypermethylation. [abstract]. In: Proceedings of the 104th Annual Meeting of the American Association for Cancer Research; 2013 Apr 6-10; Washington, DC. Philadelphia (PA): AACR; Cancer Res 2013;73(8 Suppl):Abstract nr LB-119. doi:10.1158/1538-7445.AM2013-LB-119