Purpose. We are conducting clinical trials in breast cancer (BrCa) patients to test the HER2/neu peptide vaccine (E75). We have investigated the impact of this vaccine on circulating levels of regulatory T cells (T-reg) and the resulting effects on antitumor responses. Experimental design. Twenty-two blood samples from healthy individuals and from 22 BrCa patients including pre- and post-vaccination samples from seven vaccinated HLA-A2(+) patients were stained for CD4, CD25, and CD69 as well as CD8 and E75: HLA-A2 Ig dimer and quantified by flow cytometry. Cytotoxic activity against HER2/neu(+) tumors was measured by Cr-51-release. Serum from BrCa patients and normal subjects were analyzed for TGF-beta levels. Results. BrCa patients have a greater percentage of circulating Treg (CD4(+) CD25(+), 4.45% versus 2.96%; p = 0.007) than normal subjects. HLA-A2(+) BrCa patients had more T-reg compared to the HLA-A2 BrCa patients (CD4(+) CD25(+), 5.63% versus 3.28%; p = 0.001). E75 vaccination increased circulating activated CD4+ T cells post-vaccination (CD4(+) CD69(+), 1.23 versus 3.81%; p = 0.03). However, Treg were significantly reduced after vaccination (CD4(+) CD25(+), 5.31-1.81%; p < 0.0001). Furthermore, activated Treg also decreased (CD4(+) CD25(+) CD69(+), 0.23% versus 0.08%; p = 0.06). Importantly, post-vaccination decreases in T-reg were temporally associated with increased E75 vaccine-specific CD8(+) T cells and corresponding HER2/neu(+) tumor cytotoxicity. SerumTGF-beta levels were significantly elevated in BrCa patients compared to normals (3548 pg/ml versus 1007 pg/ml; p = 0.007). Four of seven vaccinated patients showed decreased serum TGF-beta levels post-vaccination. Conclusions. Treg, are increased in BrCa patients along with serum levels of TGF-beta. E75 vaccination resulted in CD4(+) recruitment but was associated with a significant decrease in circulating Treg and TGF-beta levels in the majority of the vaccinated patients. Successful cancer vaccination strategies may require the alteration of complex immune interactions.