In HuT 78 cells chronically infected with SIV, super-infection with rhesus cytomegalovirus (rhCMV) stimulated an increase in SIV replication. Utilizing transient expression assays with the SIV long terminal repeat (LTR) driving expression of the chloramphenicol acetyltransferase (CAT) reporter gene, the increase in SIV replication, by coinfection with CMV, was due to transactivation of the SIV LTR by the immediate early gene products (IE) of rhesus CMV. Similarly, IE of human CMV stimulated expression from both the SIV and HIV LTRs.