The purpose of this study was to determine the early effect of progesterone (P) on the estradiol (E2) and P receptor systems in cat uteri. Ovariectomized animals were treated with E2 for 7 days. Animals were then treated for up to 48 h with E2 and P, treated with P while being E2 withdrawn, or just E2 withdrawn. P treatment resulted in a significant decrease in P cytosol receptor (PcR) and a significant increase in P nuclear receptor (PnR) at all times included in this study when compared to levels measured in the E2-treated animal. E2 cytosol receptor (EcR) and E2 nuclear receptor (EnR) levels were significantly lower after 12 h of P treatment and remained so for the duration of this study. When EcR and EnR levels were compared after 48 h of P treatment in the presence or absence of E2, or after 48 h of E2 withdrawal, the loss of EnR following P treatment appeared to be independent of any changes in EcR levels or serum E2 levels, and only dependent on the presence of P. These results clearly illustrate that the chronic administration of P decreases the uterine concentration of its own receptor, and suggests that P decreases the E2 receptor system by a selective action within the nucleus which diminishes their ability to retain EnR.