The rapid, transient induction of the c-fos proto-oncogene by serum growth factors is mediated by the serum response element (SRE). The SRE shares homology with the muscle regulatory element (MRE) of the skeletal ce-actin promoter. It is not known how these elements respond to proliferative and cell-type-specific signals, but the response appears to involve the binding of the serum response factor (SRF) and other proteins. Here, we report that YY1, a multifunctional transcription factor, binds to SRE and MRE sequences in vitro. The methylation interference footprint of YY1 overlaps with that of the SRF, and YY1 competes with the SRF for binding to these DNA elements. Overexpression of YY1 repressed serum-inducible and basal expression from the c-fos promoter and repressed basal expression from the skeletal a-actin promoter. YY1 also repressed expression from the individual SRE and MRE sequences upstream from a TATA element. Unlike that of YY1, SRF overexpression alone did not influence the transcriptional activity of the target sequence, but SRF overexpression could reverse YYl-mediated trans repression. These data suggest that YY1 and the SRF have antagonistic functions in vivo.The CC(AIT)6GG sequence, or CArG motif, is the core of a family of DNA regulatory elements that occur in the promoters and enhancers of genes which are subject to different regulatory controls (12,23). Included in this family of regulatory elements are the c-fos serum response element (SRE), which confers serum-inducible expression, and the skeletal a-actin muscle regulatory element (MRE), which is sufficient for muscle-specific expression when it is placed upstream from a TATA element (22,24). The serum response factor (SRF) binds to the core CArG motif of both elements, while other proteins directly bind to the sequences that flank the CArG motif (9,11,16,22,24,25). In addition, ets-related proteins bind to the c-fos SRE as part of a ternary complex with the SRF (1, 7). Complex protein-nucleic acid interactions presumably allow these elements to respond to diverse intracellular signals, but the functions of the individual factors are generally not known and contradictory findings have been reported (4, 8,10,17,20,26).Here, we report that the transcription factor YY1, also referred to as 6,14,19,21), specifically binds to the c-fos SRE and the skeletal actin MRE in vitro and that the binding of YY1 will inhibit the binding of the SRF transcription factor. YY1 overexpression represses transcription from the c-fos and skeletal actin promoters, and it appears that the repression is mediated, at least in part, by the CArG regulatory elements within these promoters. In contrast to that of YY1, SRF overexpression did not detectably alter expression from these elements; however, SRF overexpression could reverse YY1-mediated trans repression. These data suggest that YY1 and the SRF have antagonistic functions that may result from a competition for binding to DNA. promoter (positions -296 to -323). The MRE sequence is from the chicken skeletal ...