The nocturnal increase in circulating melatonin in vertebrates is regulated by the activity of arylalkylamine N-acetyltransferase (AANAT), the penultimate enzyme in the melatonin pathway (serotonin 3 N-acetylserotonin 3 melatonin). Large changes in activity are linked to cyclic AMP-dependent protein kinase-mediated phosphorylation of AANAT T31. Phosphorylation of T31 promotes binding of AANAT to the dimeric 14-3-3 protein, which activates AANAT by increasing arylalkylamine affinity. In the current study, a putative second AANAT cyclic AMP-dependent protein kinase phosphorylation site, S205, was found to be Ϸ55% phosphorylated at night, when T31 is Ϸ40% phosphorylated. These findings indicate that ovine AANAT is dual-phosphorylated. Moreover, light exposure at night decreases T31 and S205 phosphorylation, consistent with a regulatory role of both sites. AANAT peptides containing either T31 or S205 associate with 14-3-3 in a phosphorylation-dependent manner; binding through phosphorylated (p)T31 is stronger than that through pS205, consistent with the location of only pT31 in a mode I binding motif, one of two recognized high-affinity 14-3-3-binding motifs AANAT protein binds to 14-3-3 through pT31 or pS205. Two-site binding lowers the K m for arylalkylamine substrate to Ϸ30 M. In contrast, single-site pS205 binding increases the K m to Ϸ1,200 M. Accordingly, the switch from dual to single pS205 binding of AANAT to 14-3-3 changes the K m for substrates by Ϸ40-fold. pS205 seems to be part of a previously unrecognized 14-3-3-binding motif-pS͞pT (X 1-2)-COOH, referred to here as mode III.pineal ͉ circadian ͉ cAMP ͉ kinase T he daily rhythm in circulating melatonin is a highly conserved feature of vertebrate physiology; in all cases, high levels occur at night. Day͞night differences in circulating melatonin levels provide a hormonal analog signal of environmental lighting, which is used in a variety of ways to optimize circadian and circannual rhythms in physiology (1). The melatonin rhythm is controlled by large changes in the rate of melatonin production in the pineal gland; these changes reflect changes in the penultimate enzyme in melatonin synthesis, arylalkylamine Nacetyltransferase (AANAT) (2, 3). Changes in the activity of this enzyme are strongly influenced by cAMP-dependent binding to the bowl-shaped, dimeric 14-3-3 protein (4, 5). Binding is thought to protect the enzyme against proteasomal proteolysis (6, 7); moreover, binding to 14-3-3 increases the affinity of AANAT by Ϸ10-fold for arylalkylamine substrates, e.g., serotonin and tryptamine (4, 5).Pinealocyte cAMP is controlled in mammals through a photoneural system, which includes the eyes and the suprachiasmatic nucleus, the site of the master circadian clock (1). In lower vertebrates, cAMP is regulated by light acting directly on pinealocytes (8). It is likely that cAMP-dependent binding to 14-3-3 occurs in all vertebrates, based on the ubiquitous presence of 14-3-3 proteins and the presence of two putative cyclic AMP-dependent protein kinase (PKA) sit...