BACE1 is the rate-limiting enzyme for amyloid-β peptides (Aβ) generation, a key event in the pathogenesis of Alzheimer's disease (AD). By an unknown mechanism, levels of BACE1 and a BACE1 mRNA-stabilizing antisense RNA (BACE1-AS) are elevated in the brains of AD patients, implicating that dysregulation of BACE1 expression plays an important role in AD pathogenesis. We found that nuclear factor erythroid-derived 2-related factor 2 (NRF2/ NFE2L2) represses the expression of BACE1 and BACE1-AS through binding to antioxidant response elements (AREs) in their promoters of mouse and human. NRF2-mediated inhibition of BACE1 and BACE1-AS expression is independent of redox regulation. NRF2 activation decreases production of BACE1 and BACE1-AS transcripts and Aβ production and ameliorates cognitive deficits in animal models of AD. Depletion of NRF2 increases BACE1 and BACE1-AS expression and Aβ production and worsens cognitive deficits. Our findings suggest that activation of NRF2 can prevent a key early pathogenic process in AD.A lzheimer's disease (AD) is the most common type of dementia and is characterized by accumulation of amyloid-β (Aβ) plaques and neurofibrillary tangles, synaptic and neuronal loss, and cognitive decline. BACE1 is the only β-secretase responsible for the production of Aβ and therefore plays a key role in the pathogenesis of AD (1-3). A long noncoding RNA transcribed from the opposite strand of BACE1 (BACE1-AS) stabilizes BACE1 mRNA by forming a heteromeric RNA duplex (4). BACE1 mRNA and protein levels as well as BACE1-AS transcript are abnormally elevated in postmortem brain tissue from patients with AD (4-8). A small increase in BACE1 induces a dramatic increase in Aβ production (9), and inhibitors of BACE1 enzyme activity are being pursued as a therapeutic strategy for AD (10). Genetic reduction of BACE1 or BACE1-AS levels reduces Aβ plaque pathology in mouse models of AD (4, 11-13), suggesting that identification of transcriptional repressors of BACE1 gene expression could provide an avenue for intervention in AD.Nuclear factor erythroid-derived 2-related factor 2 (NRF2/ NFE2L2) is a transcription factor that binds to the antioxidant response elements (AREs) and regulates a variety of cytoprotective and detoxification genes (14). In the inactive state, kelch-like ECHassociated protein1 (KEAP1) binds to NRF2 and retains it in the cytoplasm where it is degraded by proteasomes (15, 16). NRF2 activators, such as sulforaphane and tert-butylhydroquinone (tBHQ), modify cysteine residues of KEAP1, leading to conformational change and disrupting the KEAP1-NRF2 interaction, and accumulated NRF2 then translocates to the nucleus and transactivates target genes by binding to their AREs (17,18). NRF2 levels are reduced, and NRF2 is localized predominately in the cytoplasm of hippocampal neurons of AD patients (19). In addition, altered expression of NRF2 target genes is associated with Aβ pathology in AD animal models (20)(21)(22). Here we show that NRF2 is a negative regulator of BACE1 expression that can am...