The lysis-lysogeny decision of bacteriophage has been a paradigm for a developmental genetic network, which is composed of interlocked positive and negative feedback loops. This genetic network is capable of responding to environmental signals and to the number of infecting phages. An interplay between CI and Cro functions suggested a bistable switch model for the lysis-lysogeny decision. Here, we present a real-time picture of the execution of lytic and lysogenic pathways with unprecedented temporal resolution. We monitor, in vivo, both the level and function of the CII and Q gene regulators. These activators are cotranscribed yet control opposite developmental pathways. Conditions that favor the lysogenic response show severe delay and down-regulation of Q activity, in both CII-dependent and CII-independent ways. Whereas CII activity correlates with its protein level, Q shows a pronounced threshold before its function is observed. Our quantitative analyses suggest that by regulating CII and CIII, Cro plays a key role in the ability of the genetic network to sense the difference between one and more than one phage particles infecting a cell. Thus, our results provide an improved framework to explain the longstanding puzzle of the decision process.gene regulation ͉ lysogeny ͉ lysis ͉ green fluorescent protein B acteriophages are the most abundant species in nature and play an immense role in the turnover of bacterial ecosystems (1, 2). Yet, some bacteria and phages exist in symbiotic relationships with phage present in a dormant, lysogenic (prophage) state (3-6). Lambdoid prophages, among other types, are responsible for the expression and release of pathogenic toxins (7)., itself, is a temperate phage, which undergoes either lytic or lysogenic development (5,8). A small number of phage functions are specifically required for carrying out the lysogenic response (9, 10). Studies using have unraveled key processes in its gene regulation and developmental pathways, suggesting the presence of a genetic switch (8,11). The regulatory network is composed of both phage and host functions, which respond to each other, and to external factors such as the physiological conditions of the host. As examples, lysogeny is preferred upon infection of starved cells or when cells are infected at high multiplicity of infection (moi) (12, 13).Although the interactions and structure of the genetic network have been extensively described, many fundamental issues still remain elusive and deserve further attention. For instance, the complex negative control of lytic functions during the lysogenic response has been generally ignored, and the relative importance of different key regulators in determining the decision is poorly understood, in particular for different values of moi. Theoretical studies have provided detailed predictions of the execution of lytic and lysogenic pathways (14-17). These predictions have not been adequately tested in an experiment.We addressed these issues by using GFP reporter fusions that are activated after p...