Oxytocin (OXT) is a potent stimulator of prostaglandin E₂ (PGE₂) synthesis by rabbit amnion cells obtained near the end of pregnancy. Coincident with a marked increase in sensitivity of PGE₂ synthesis to OXT, the concentration of OXT receptors (OXTRs) is abruptly upregulated about 200-fold at term. This increase can be mimicked in preterm amnion cells in primary culture by the synergistic action of agents that increase cAMP synthesis and by glucocorticoids. To elucidate the mechanism of cAMP action, we cloned the rabbit OXTR gene and isolated a 200-base pair (bp) forskolin-responsive region about 4.7 kilobase upstream from the transcriptional start site using transient transfection assays. This region corresponds to a DNase I-hypersensitive site that appears in amnion tissue only near the end of pregnancy, when OXTRs are upregulated. The effects of forskolin were mediated in part by cAMP response element binding protein (CREB), as coexpression of reporter constructs with dominant negative CREB inhibited reporter expression. In addition, CREB was cross-linked to sites in the 200-bp region only in chromatin isolated from cells near the end of pregnancy, as demonstrated by chromatin immunoprecipitation (ChIP). Because the transient transfection results are consistent with work using tissue extracts (DNase I hypersensitivity and ChIP), we conclude that cAMP, acting through a specific upstream CREB binding site, is critical for the physiological upregulation of OXTRs in the amnion at the end of gestation.