Despite the prevalence and�significant morbidity resulting from estrogen receptor positive (ER<
sup>
+<
/sup>
) breast adenocarcinomas, there are only a few models of this cancer subtype available for drug development and arguably none for studying etiology. Those models that do exist have questionable clinical relevance. Given our goal of developing luminal models, we focused on six cell lines derived by minimal mutagenesis from normal human breast cells, and asked if any could generate clinically relevant xenografts, which we then extensively characterized. Xenografts of one cell line, 184AA3, consistently formed ER<
sup>
+<
/sup>
adenocarcinomas that had a high proliferative rate and other features consistent with ?luminal B? intrinsic subtype. Squamous and spindle cell/mesenchymal differentiation was absent, in stark contrast to other cell lines that we examined or others have reported. We explored intratumoral heterogeneity produced by 184AA3 by immunophenotyping xenograft tumors and cultured cells, and characterized marker expression by immunofluorescence and flow cytometry. A CD44<
sup>
High<
/sup>
�subpopulation was discovered, yet their tumor forming ability was far less than CD44<
sup>
Low <
/sup>
�cells. Single cell cloning revealed the phenotypic plasticity of 184AA3, consistent with the intratumoral heterogeneity observed in xenografts. Characterization of ER expression in cultures revealed ER protein and signaling is intact, yet when estrogen was depleted in culture, and�in vivo, it did not impact cell or tumor growth, analogous to therapeutically resistant ER<
sup>
+<
/sup>
�cancers. In conclusion, this model is appropriate for studies of the etiology of ovarian hormone independent adenocarcinomas, for identification of therapeutic targets, predictive testing, and drug development.