Recent studies of several key developmental transitions have brought into question the long held view of the basal transcriptional apparatus as ubiquitous and invariant. In an effort to better understand the role of core promoter recognition and coactivator complex switching in cellular differentiation, we have examined changes in transcription factor IID (TFIID) and cofactor required for Sp1 activation/Mediator during mouse liver development. Here we show that the differentiation of fetal liver progenitors to adult hepatocytes involves a wholesale depletion of canonical cofactor required for Sp1 activation/Mediator and TFIID complexes at both the RNA and protein level, and that this alteration likely involves silencing of transcription factor promoters as well as protein degradation. It will be intriguing for future studies to determine if a novel and as yet unknown core promoter recognition complex takes the place of TFIID in adult hepatocytes and to uncover the mechanisms that down-regulate TFIID during this critical developmental transition.TATA box-binding protein-associated factor | hepatoblast | hepatogenesis T he precise and orderly differentiation of embryonic progenitors to committed adult cell types requires exquisite spatial and temporal control of gene expression. Until recently, the dynamic changes in transcriptional output that accompany developmental transitions were assumed to depend exclusively on regulatory DNA and its associated sequence-specific activators and repressors, whereas core promoter recognition, coactivator, and chromatin modifier complexes were generally taken to be ubiquitous and invariant from one cell type to the next. Indeed, these so-called core factors are highly conserved from yeast to man (1). However, recent evidence suggests that several key developmental transitions are accompanied by, and actually require, dramatic changes in components of this general machinery including transcription factor IID (TFIID) composed of the TATA box-binding protein (TBP) and its associated factors (TAFs), the cofactor required for Sp1 activation/Mediator (CRSP/Med) complex, and the Brg1/Brm-associated factor (BAF) complex (for review, see 2).The first evidence that some cell types may contain alterations of the general machinery came with the identification of germcell-specific TFIID subcomplexes in which key subunits are replaced by paralogous components. Initially oogenesis and spermatogenesis were found to require an altered TFIID in which paralogous TAF4b replaces the canonical TAF4 (3, 4). Later spermatocytes were found to also express paralogous TAF7L that may cooperate with TBP and