The alk genes of Pseudomonas oleovorans, which is able to metabolize alkanes and alkenes, are organized in alkST and alkBFGHJKL clusters, in which the expression of alkBFGHJKL is positively regulated by AlkS. Growth of the wild-type strain GPo1 and P. oleovorans GPo12 alk recombinants on octane resulted in changes of cellular physiology and morphology. These changes, which included lower growth rates and a reduction of the number of CFU due to filamentation, were also seen when the cells were grown on aqueous medium, and the alk genes were induced with dicyclopropylketone, a gratuitous inducer of the alk genes. These effects were seen only for recombinants carrying both alkST and alkBFGHJKL operons. Deletion of parts of either alkB or alkJ, which encode two major Alk proteins located in the cytoplasmic membrane, modified but did not eliminate the effects described above, suggesting that they were due to induction and expression of several alk genes. Continuous growth of the cells in the presence of dicyclopropylketone for about 10 generations led to inactivation, but not elimination, of the alk genes. This resulted in a return of the recombinants to normal physiology and growth.Pseudomonas oleovorans is able to grow on alkanes and alkenes (1). Its catabolic OCT plasmid contains two operons that encode the genes necessary for alkane oxidation (Fig. 1). Both operons have been sequenced (11,17,18,27,29), and it has been shown that the expression of operon alkB-L is positively regulated by AlkS (10,29). The alkane hydroxylase system, which catalyzes the first step of alkane oxidation (23), consists of three components: alkane hydroxylase (AlkB), rubredoxin (AlkG), and rubredoxin reductase (AlkT) (11,17,18,26). The enzymes which catalyze the subsequent oxidation and catabolic steps are encoded by alkJ, alkH, and alkK (17,27). alkF encodes a nonfunctional rubredoxin (17), while alkL encodes an outer membrane protein which is not essential for growth on octane (27). When the alk system is induced with octane or the gratuitous inducer dicyclopropylketone (DCPK), about 35,000 copies of AlkB (12) and 10,000 copies of AlkJ (27) per cell are found in the cytoplasmic membrane. The former represents 25 to 30%, while the latter represents about 10% of total cytoplasmic membrane proteins.When P. oleovorans is grown on alkanes or alkenes, the cells change their physiology, membrane morphology (8, 24), and membrane properties (7). Changes of membrane lipid fatty acid composition resulted both from exposure of the cells to organic solvents and from the induction and expression of alkB (6). Induction of alkB and insertion of alkane hydroxylase into the cytoplasmic membrane have also been found to alter the physiology of Escherichia coli alk ϩ recombinants, by inducing, for example, reductions in growth rate and appearance of membrane vesicles in the cytoplasm (15,22).To explore the effects of induction and expression of the alk genes, and especially alkB, we have compared the physiological and morphological changes of Pseudomonas h...