The Saccharomyces cerevisiae ␣2 repressor controls two classes of cell-type-specific genes in yeast through association with different partners. ␣2-Mcm1 complexes repress a cell-specific gene expression in haploid ␣ cells and diploid a/␣ cells, while a1-␣2 complexes repress haploid-specific genes in diploid cells. In both cases, repression is mediated through Ssn6-Tup1 corepressor complexes that are recruited via direct interactions with ␣2. We have previously shown that nucleosomes are positioned adjacent to the ␣2-Mcm1 operator under conditions of repression and that Tup1 interacts directly with histones H3 and H4. Here, we examine the role of chromatin in a1-␣2 repression to determine if chromatin is a general feature of repression by Ssn6-Tup1. We find that mutations in the amino terminus of histone H4 cause a 4-to 11-fold derepression of a reporter gene under a1-␣2 control, while truncation of the H3 amino terminus has a more modest (3-fold or less) effect. Strikingly, combination of the H3 truncation with an H4 mutation causes a 40-fold decrease in repression, clearly indicating a central role for these histones in a1-␣2-mediated repression. However, in contrast to the ordered positioning of nucleosomes adjacent to the ␣2-Mcm1 operator, nucleosomes are not positioned adjacent to the a1-␣2 operator in diploid cells. Our data indicate that chromatin is important to Ssn6-Tup1-mediated repression but that the degrees of chromatin organization directed by these proteins differ at different promoters.Saccharomyces cerevisiae can exist as two haploid cell types, a or ␣, which can mate to form a third cell type, the a/␣ diploid cell (11). Cell type is largely controlled by the ␣2 repressor protein encoded by the MAT␣ locus. In ␣ cells and a/␣ cells, dimers of ␣2 interact with dimers of the Mcm1 protein and these complexes bind a unique sequence upstream of the a cell-specific genes, thereby repressing their transcription (13,16). In diploid cells, ␣2 forms heterodimers with the a1 protein (4) and this complex binds to a distinct sequence upstream of the haploid-specific genes to confer repression (7). In haploid a cells, ␣2 is not expressed, and so neither the a cell-specific nor the haploid-specific genes are repressed.Although ␣2 is directed to different DNA sequences in different stoichiometries through association with either Mcm1 or a1, in both cases it recruits the Ssn6-Tup1 corepressor complex (17). Neither Ssn6 nor Tup1 binds directly to DNA, and these proteins are drawn to specific promoters through interactions with DNA binding factors such as ␣2 (18, 33). The need for the DNA binding factor can be bypassed by fusion of either SSN6 or TUP1 to a heterologous, LexA DNA binding domain, provided the target of repression contains a LexA binding site (17, 36). Interestingly, Ssn6-LexA repression requires the presence of TUP1 (17), but Tup1-LexA can confer repression in the absence of SSN6 (36). These findings suggest that Tup1 is the dominant repressor moiety in the Ssn6-Tup1 complex.In addition to the a cell-...