The progression of a cell through the cell cycle is promoted by cyclin dependent kinases (CDKs), which are positively regulated by cyclins and negatively regulated by CDK inhibitors. D type cyclins interact with CDK4 and CDK6 to drive the progression of a cell through early/mid-G(1)in response to mitogen stimulation. The association of cyclin E with CDK2 forms an active complex in late G(1) that directs entry into S-phase. S-phase progression is directed by the cyclin A/CDK2 complex, and the complex of cyclin A with Cdc2 (also known as CDK1) is important for G(2) phase. Lastly, cyclin B/CDK1 complex is necessary for the entry into mitosis. To date only one class of substrates have been identified for cyclinD-CDK4 and -CDK6 complexes, those belonging to pRb family of proteins, whereas the list of cyclin E-CDK2 substrates continues to lengthen. The tight regulation of cyclin E both at the transcriptional level and by ubiquitin-mediated proteolysis indicates that it has a major role for the control of G(1)/S transition. The recent identification of key substrates for cyclin E-CDK2 complex has increased our appreciation of how cyclin E overexpression seen in many human cancers can lead to genomic instability, a feature that leads the tumor to a more aggressive state. In breast cancer, the identification of low molecular weight (LMW) forms of cyclin E generated specifically in tumors due to elastase mediated amino-terminal proteolytic processing opens new possibilities for a targeted treatment of breast cancer. These truncated forms of cyclin E have an increased cyclin E-CDK2 kinase activity, which correlates in vivo with accelerated entry into S phase. Characterization of the biochemical properties of these LMW forms of cyclin E, in terms of substrate specificity, extent of their inhibition by the CDK inhibitors of the Cip/Kip family, their sensitivity to degradation, as well as elucidating their biological activities in the whole animal, should help us to better understand their role in breast cancer oncogenesis and help provide novels agents to target them.