Expression of the Escherichia coli proU operon, which encodes an efficient uptake system for the osmoprotectant glycine betaine, is strongly increased in cells grown at high osmolarity. We isolated 182 independent spontaneous mutants with elevated expression of the chromosomal 4'lproV-lacZ) (Hyb2) fusion at low osmolarity. Genetic analysis demonstrated that eight of these mutant strains carried mutations closely linked to the fusion, whereas all others carried mutations that appeared to be in osmZ. All of the mutations resulted in increased but still osmoregulated expression of the fI(proV-lacZ)(Hyb2) fusion. The proU-linked mutants carried an identical point mutation (proU603) which changes the -35 sequence of the proU promoter from TTGCCT to TTGACT and thereby increases the homology of the -35 region to the consensus sequence (TTGACA) of E. coli promoters. We also selected for mutants with decreased expression of the plasmid Escherichia coli and Salmonella typhimurium can adapt to high-osmolarity growth conditions by a variety of mechanisms (for recent overviews, see references 8 and 55). One of these mechanisms is the intracellular accumulation of the osmoprotectant glycine betaine, which is either synthesized from exogenously provided choline (28) or taken up from the environment (43). Two glycine betaine porters have been identified: the low-affinity ProP system (5, 32, 34) and the high-affinity ProU system (2,6,24,32).ProU is a binding-protein-dependent transport system and is encoded by the proU operon, which consists of three structural genes, proV, proW, and proX (20, 31, 41, 52). The level of proU expression is sensitively determined by the osmolarity of the growth medium. The basal transcription of proU is very low and is strongly stimulated upon a sudden osmotic upshock. The increased steady-state level of proU expression during growth at elevated osmolarity is directly correlated with the osmolarity of the growth medium (3,6,8,13,19,21,32