The stationary-phase response exhibited by Escherichia coli upon nutrient starvation is mainly induced by a decrease of the ClpXP-dependent degradation of the alternate primary factor RpoS. Although it is known that the specific regulation of this proteolysis is exercised by the orphan response regulator SprE, it remains unclear how SprE's activity is regulated in vivo. Previous studies have demonstrated that the cellular content of SprE itself is paradoxically increased in stationary-phase cells in an RpoS-dependent fashion. We show here that this RpoS-dependent upregulation of SprE levels is due to increased transcription. Furthermore, we demonstrate that sprE is part of the two-gene rssA-sprE operon, but it can also be transcribed from an additional RpoS-dependent promoter located in the rssA-sprE intergenic region. In addition, by using an in-frame deletion in rssA we found that RssA does not regulate either SprE or RpoS under the conditions tested.Bacteria are constantly sampling their surroundings and regulating gene expression accordingly. Since many of the environments they encounter often have hazardous conditions (for example, limiting nutrients, high osmolarity, extreme pH, or extreme temperature), bacteria have evolved to survive in such hostile habitats. In particular, the gram-negative bacterium Escherichia coli enters a state in its life cycle known as the stationary phase, which renders it highly resistant to unfavorable environmental conditions. When cells enter stationary phase, they undergo dramatic changes in their morphology and physiology that increase their chance for survival in a wide variety of stresses. This crossprotection results from the global control system regulated by RpoS. RpoS, encoded by the rpoS gene, is the second primary factor of E. coli, and it is required for the transcription of stationary-phase-specific genes. Due to the drastic consequences (i.e., slowed metabolism) of entering stationary phase, RpoS is tightly regulated. In fact, RpoS is regulated at all levels: transcription, translation, protein stability, and activity (for a recent review, see reference 13).Among the possible stresses that can induce RpoS (the stationary-phase response), starvation of an essential nutrient is perhaps the most widely studied. When nutrients are readily available, the levels of RpoS are very low, mainly due to its efficient degradation by the ATP-dependent ClpXP serine protease. Conversely, when nutrients become limiting for growth, this ClpXP-dependent proteolysis stops and, consequently, RpoS levels increase significantly (26). This mode of RpoS regulation has been shown to occur in response to carbon starvation as well as during growth in Luria-Bertani (LB) medium, although the specific signals sensed in the latter medium remain to be determined (25, 32).The regulation of RpoS proteolysis is not mediated by controlling either the levels of the ClpXP protease itself or its activity (33). Instead, it is orchestrated by the response regulator SprE (named RssB in E. coli, MviA in Sa...