Stra13 is a transcriptional repressor related within its basic helixloop-helix domain with the Drosophila Hairy, Enhancer of Split, and the mouse Hes1 proteins that interact with the corepressor Groucho. Because Stra13 lacks the conserved WRPW motif for interaction with Groucho, we examined the function and mechanism of transcriptional repression mediated by Stra13 that exhibits several distinctive features. Here, we report that Stra13 expression is closely associated with cell growth arrest induced by several triggers such as retinoic acid and trichostatin A (TSA; a specific histone deacetylase inhibitor) as well as by serum starvation. Stra13 expression is transcriptionally repressed and maintained at a low level in cells through a negative autoregulatory mechanism that is brought about by its interaction with the corepressor histone deacetylase (HDAC1). This interaction requires the Stra13 C-terminal domain containing three ␣-helices, which are also functionally critical to its repressive activity. Thus, inhibition of HDAC activity by TSA abrogates Stra13-mediated repression of its promoter, resulting in induction of Stra13 expression that is coincident with TSA-induced growth arrest. Further, once induced, Stra13 strongly represses the expression of the cell proliferationassociated gene c-Myc through an HDAC1-independent pathway that involves its interaction with the basal transcription factor TFIIB. Our studies indicate that Stra13 may play a key role in signaling pathways that lead to growth arrest and terminal differentiation by repression of target genes via HDAC-dependent and HDAC-independent mechanisms. T ranscription factors of the basic helix-loop-helix (bHLH) family are important regulators of cellular growth, differentiation, and apoptosis (1). Stra13 is a novel bHLH gene (2) that exhibits the highest sequence identity in the bHLH domain with the Drosophila Hairy (H), Enhancer of Split [E(Spl)], and mouse Hes1 proteins (3). Members of this subfamily bind to an N-box sequence element and act as transcriptional repressors by recruiting the corepressor Groucho through a highly conserved ''WRPW'' motif (4). Outside the bHLH domain, Stra13 shares no significant identity with known proteins and is characterized by three putative ␣-helices in its C terminus. Although Stra13 does not bind the N-box element, it does exhibit a strong transcriptional repression activity that is mediated through the ␣-helices (2). Moreover, unlike E(Spl), Hairy, and Hes, Stra13 lacks a WRPW motif, suggesting that it may mediate transcriptional repression by interaction with corepressors other than Groucho.Recent studies have provided molecular evidence that modification of chromatin structure by histone deacetylation is an important mechanism in controlling gene transcription. Several transcriptional repressors such as YY-1, RB, and CBF-1 interact directly with histone deacetylases (HDAC), whereas nuclear hormone receptors, Mad, and PLZF are linked indirectly to HDAC through additional components [silencing mediator of retinoi...