Rhythmic histone acetylation underlies the oscillating expression of clock genes in the mammalian circadian clock system. Cellular factors that contain histone acetyltransferase and histone deacetylase activity have been implicated in these processes by direct interactions with clock genes, but their functional relevance remains to be assessed by use of appropriate animal models. Here, using transgenic fly models, we show that CREBbinding protein (CBP) participates in the transcriptional regulation of the Drosophila CLOCK/CYCLE (dCLK/ CYC) heterodimer. CBP knockdown in pigment dispersing factor-expressing cells lengthens the period of adult locomotor rhythm with the prolonged expression of period and timeless genes, while CBP overexpression in timeless-expressing cells causes arrhythmic circadian behaviors with the impaired expression of these dCLK/ CYC-induced clock genes. In contrast to the mammalian circadian clock system, CBP overexpression attenuates the transcriptional activity of the dCLK/CYC heterodimer in cultured cells, possibly by targeting the PER-ARNT-SIM domain of dCLK. Our data suggest that the Drosophila circadian clock system has evolved a distinct mechanism to tightly regulate the robust transcriptional potency of the dCLK/CYC heterodimer.The circadian clock is an evolutionarily conserved system that perceives environmental time cues, synchronizes the organism's inherent clock with external time, and exhibits the circadian physiology of organisms (e.g., diurnal or nocturnal locomotor activities) (14,40,52,59). At the cellular level of circadian clock systems in animals, pacemaker cells in a small subset of brain neurons display a robust oscillation of clock gene products and dominate the circadian behaviors of the organism by governing the peripheral clock systems. These core clock cells correspond to ventral lateral neurons (LN v s) and the suprachiasmatic nucleus in Drosophila and mouse circadian clock systems, respectively (21,23,58). Drosophila LN v s express the neuropeptide pigment dispersing factor (pdf) gene, which is implicated in the synchronization of clock cells (33,41,42,44). At the molecular level, some core clock genes are periodically expressed, and their rhythmic expression is maintained under free-running conditions (i.e., exclusion of external time cues). This molecular clock system involves several transcription factors, protein kinases, phosphatases, and proteosomal pathway components, which together mediate the transcriptional regulation of clock transcripts and control the posttranslational localization, quantity, and quality of clock proteins (19,45).Published data suggest that two interlocking feedback loops maintain the oscillating expression of core clock genes in Drosophila melanogaster and mouse. In Drosophila, a heterodimer of the dClock (dClk) and cycle (cyc) gene products activates the transcription of the period (per), timeless (tim), vrille (vri), and Par domain protein 1ε (Pdp1ε) genes during subjective night by binding to E-box sequences within their promoter...