Here we present an in vivo footprinting analysis of the Saccharomyces cerevisiae HSP82 promoter. Consistent with current models, we find that yeast heat shock factor (HSF) binds to strong heat shock elements (HSEs) in non-heat-shocked cells. Upon heat shock, however, additional binding of HSF becomes apparent at weak HSEs of the promoter as well. Recovery from heat shock results in a dramatic reduction in HSF binding at both strong and weak HSEs, consistent with a model in which HSF binding is subject to a negative feedback regulation by heat shock proteins. In vivo KMnO 4 footprinting reveals that the interaction of the TATAbinding protein (TBP) with this promoter is also modulated: heat shock slightly increases TBP binding to the promoter and this binding is reduced upon recovery from heat shock. KMnO 4 footprinting does not reveal a high density of polymerase at the promoter prior to heat shock, but a large open complex between the transcriptional start site and the TATA box is formed rapidly upon activation, similar to that observed in other yeast genes.Heat shock genes are exquisitely sensitive to relatively small changes in temperature; an ϳ7ЊC increase can induce the transcription of some heat shock genes over 100-fold in a matter of minutes (27,28). The protein-DNA architecture of Drosophila heat shock gene promoters has been studied in considerable detail, and they are found to associate with a number of proteins that facilitate their rapid transcriptional activation (9,10,32,34,39,42,43). Multiple GA repeats are found in most Drosophila heat shock promoters, where they are constitutively bound by the GAGA factor (8a, 11, 39). This interaction is likely to be important for preventing nucleosomal repression of the promoter (26,40). Also associated with the uninduced promoter is the TATA-binding protein (TBP) and an RNA polymerase II elongationally paused ca. 20 to 40 bp into the gene (9,10,32,33,39,42). Heat shock gene promoters in humans are likewise found to associate with proteins prior to activation; the hsp70 promoter in non-heat-shocked HeLa cells appears to be bound with CTF, SP1, ATF, and TBP (2).Transcriptional activation of heat shock genes in higher eukaryotes is triggered by the binding of heat shock factor (HSF) with heat shock elements (HSEs) of the promoter (29,43,44,46). At least in Drosophila melanogaster, the binding of HSF to the promoter results in an increased rate of polymerase elongation from its paused configuration. Interestingly, polymerase density over the pause site is unchanged upon heat shock induction, suggesting that elongation of polymerase from the pause site is tightly coupled with the loading of polymerase onto the pause site (9, 27).Yeast heat shock gene promoters are in some ways similar to those in D. melanogaster and humans; both have TATA boxes and are regulated through similar HSEs. In fact the Drosophila hsp70 gene displays heat-induced transcription when transformed into yeast cells (4). As in D. melanogaster, TBP binds to the TATA box of heat shock genes in Sa...