Vascular endothelial cells (ECs) are constantly exposed to flow-induced shear stress. Shear stress is known to induce signaling cascades, including the extracellular signal-regulated protein kinase (ERK) pathway. STAT3 transcription factor plays a key role in cytokine stimulation. Recent studies indicate that STAT3 is involved in growth factor-induced cell cycle. In the present study, we have examined STAT3 activation of ECs under conditions of shear flow. Bovine aortic ECs cultured with serum at static state show a serum concentration-dependent phosphorylation at Tyr-705 of STAT3, whereas there is a constant basal phosphorylation at Ser-727. In ECs subjected to shear flow, a shear dose-dependent phosphorylation of Ser-727 and ERK1/2 was observed. In contrast, a concomitantly shear dose-dependent inhibition of phosphorylation at Tyr-705 was exhibited. Shear stress on ECs increased the association of ERK1/2 to STAT3. ECs treated with MEK inhibitor (U0126 or PD98059) consistently and significantly reduced the shear-induced ERK1/2 and Ser-727 phosphorylation, indicating that ERK1/2 is upstream of Ser-727 phosphorylation. Interestingly, shear-induced inhibition in Tyr-705 phosphorylation was abolished in these same inhibitor-treated ECs. Similarly, ECs transfected with a dominant positive mutant of MEK1 enhanced the phosphorylation of Ser-727 with the attenuation of the Tyr-705 phosphorylation. In contrast, when ECs were transfected with dominant positive mutant of MEKK1, JNK upstream, no change in the phosphorylation of Ser-727 and Tyr-705 was observed. These results indicate that shear flow induces the phosphorylation of Ser-727 via ERK1/2 pathway, and this Ser-727 phosphorylation inhibits Tyr-705 phosphorylation in STAT3. As a result, shear flow reduced the translocation of STAT3 into nucleus. This study shows for the first time that shear flow may play a significant role by attenuating STAT3 activation and thus may reduce inflammatory responses and/or serum-induced endothelial proliferation.