We tested the hypothesis that histone mRNA turnover is accelerated in the presence of free histone proteins. In an in vitro mRNA decay system, histone mRNA was degraded four-to sixfold faster in reaction mixtures containing core histones and a cytoplasmic S130 fraction than in reaction mixtures lacking these components. The decay rate did not change significantly when histones or S130 was added separately, suggesting either that the histones were modified and thereby activated by S130 or that additional factors besides histones were required. RecA, SSB (single-stranded binding), and histone proteins all formed complexes with histone mRNA, but only histones induced accelerated histone mRNA turnover. Therefore, the effect was not the result of random RNA-protein interactions. Moreover, histone proteins did not induce increased degradation of gamma globin mRNA, c-myc mRNA, or total poly(A)f or poly(A)+ polysomal mRNAs. This autoregulatory mechanism is consistent with the observed accumulation of cytoplasmic histone proteins in cells after DNA synthesis stops, and it can account, in part, for the rapid disappearance of histone mRNA at the end of S phase.There are two major classes of histone proteins in cells, one of which is cell cycle regulated (for reviews, see references 45 and 58). Cycle-regulated histones are synthesized exclusively during S phase from labile, nonpolyadenylated mRNAs (1, 27). The mRNAs begin to be transcribed just before the start of S phase, accumulate to high levels during S, and then disappear rapidly after DNA synthesis stops (2,3,20,29,31; see also reference 28). As a result, there is little, if any, histone mRNA in the Gl cell (10,21,32,33). This pattern of cell cycle restriction ensures that histone proteins are produced only when newly synthesized DNA is being packaged into nucleosomes.It seems clear that transcriptional regulation is essential for inducing histone gene expression in late Gl and for repressing it in late S (2,25,29,48,63,64,68). The rapid disappearance of histone mRNA after S phase is less well understood. However, the data suggest that histone mRNA is degraded faster at the end of S than during the middle (28, 29; see also reference 2). The goal of the experiments described here was to test a hypothesis that explains how the histone mRNA decay rate increases after DNA synthesis stops.We suggest that accelerated histone mRNA degradation occurs as a result of an autogenous negative regulatory circuit triggered by the accumulation of free histone proteins in the cytoplasm. During S phase, most newly synthesized histones migrate rapidly to the nucleus, where they bind to newly synthesized DNA. As a result, the cytoplasm of the S-phase cell contains little histone protein (46). At the end of S phase, when histones are no longer required for nucleosome formation, newly synthesized histones accumulate in the cytoplasm until they reach a critical concentration at which they induce accelerated histone mRNA degradation. Faster mRNA turnover, coupled with transcriptional repress...