The Rhodopseudomonas palustris transcriptional regulator RpaR responds to the RpaI-synthesized quorumsensing signal p-coumaroyl-homoserine lactone (pC-HSL). Other characterized RpaR homologs respond to fatty acyl-HSLs. We show here that RpaR functions as a transcriptional activator, which binds directly to the rpaI promoter. We developed an RNAseq method that does not require a ribosome depletion step to define a set of transcripts regulated by pC-HSL and RpaR. The transcripts include several noncoding RNAs. A footprint analysis showed that purified His-tagged RpaR (His 6 -RpaR) binds to an inverted repeat element centered 48.5 bp upstream of the rpaI transcript start site, which we mapped by S1 nuclease protection and primer extension analyses. Although pC-HSL-RpaR bound to rpaI promoter DNA, it did not bind to the promoter regions of a number of RpaR-regulated genes not in the rpaI operon. This indicates that RpaR control of these other genes is indirect. Because the RNAseq analysis allowed us to track transcript strand specificity, we discovered that there is pC-HSL-RpaR-activated antisense transcription of rpaR. These data raise the possibility that this antisense RNA or other RpaR-activated noncoding RNAs mediate the indirect activation of genes in the RpaR-controlled regulon.Many bacteria control subsets of genes in a cell densitydependent manner. This coordinated group behavior is known as quorum sensing and response. More than 100 species of Proteobacteria contain acyl-homoserine lactone (acyl-HSL) quorum-sensing (QS) circuits (12, 45). Acyl-HSLs can diffuse into and out of cells, and once a threshold concentration is reached, acyl-HSLs bind specific transcriptional regulators that control target genes. A variety of genes are controlled by QS depending on the bacterial species, including protease genes, conjugal transfer genes, antibiotic synthesis genes, and bioluminescence genes (12, 45). Many QS-regulated gene products are "public goods," exoproducts that can be shared by all of the individuals in a group.Two types of genes are involved in most acyl-HSL-type QS systems: luxI-and luxR-type genes. LuxI proteins are QS signal synthases that catalyze amide bond formation between an acyl group on an appropriate side chain donor (most often acyl-acyl carrier protein) and S-adenosylmethionine (SAM) resulting in the final acyl-HSL product (22,26,34,35). For fatty acyl-HSLs, signal specificity is conferred by the length (4 to 18 carbons) and side chain modifications of the fatty acyl group. LuxR homologs are homodimeric transcription factors, with each monomer consisting of two domains: an N-terminal acyl-HSL binding domain and a C-terminal DNA-binding domain that contains a helix-turn-helix motif (5,6,13,50). Genes controlled by LuxR homologs often have specific inverted repeat DNA sequences in their promoter regions. These elements are known as lux box-like sequences. The lux box is a 20-bp palindromic sequence centered at bp Ϫ42.5 from the transcription start of the Vibrio fischeri lux operon, which encodes...