Chromatin is the physiological template for many nuclear processes in eukaryotes, including transcription by RNA polymerase II. In vivo, chromatin is assembled from genomic DNA, core histones, linker histones such as histone H1, and nonhistone chromatin-associated proteins. Histone H1 is thought to act as a general repressor of transcription by promoting the compaction of chromatin into higher-order structures. We have used a biochemical approach, including an in vitro chromatin assembly and transcription system, to examine the effects of histone H1 on estrogen receptor ␣ (ER␣)-mediated transcription with chromatin templates. We show that histone H1 acts as a potent repressor of ligand-and coactivator-regulated transcription by ER␣. Histone H1 exerts its repressive effect without inhibiting the sequence-specific binding of ER␣ to chromatin or the overall extent of targeted acetylation of nucleosomal histones by the coactivator p300. Instead, histone H1 acts by blocking a specific step in the ER␣-dependent transcription process, namely, transcription initiation, without affecting transcription reinitiation. Together, our data indicate that histone H1 acts selectively to reduce the overall level of productive transcription initiation by restricting promoter accessibility and preventing the ER␣-dependent formation of a stable transcription preinitiation complex.Chromatin is the physiological template for many nuclear processes in eukaryotes, including transcription, replication, and repair of the genome. The assembly of genomic DNA into chromatin has important functional consequences for the regulation of RNA polymerase II (pol II)-encoding genes since chromatin acts as a general repressor of transcription. Sequence-specific DNA-binding activator proteins, ATP-dependent chromatin-remodeling complexes, and coactivators are required to overcome chromatin-mediated transcriptional repression (23). Transcriptional activator proteins target chromatin-remodeling complexes and coactivators to specific promoters. Chromatin-remodeling complexes use the energy from ATP to reorganize chromatin at the promoters, which allows access of the promoter DNA to the basal transcriptional machinery (reviewed in reference 26). Coactivators have at least two roles (reviewed in references 35 and 53). First, those coactivators with intrinsic histone acetyltransferase (HAT) activity acetylate nucleosomal histones at the promoter, which is thought to facilitate chromatin remodeling. Second, coactivators can make contacts with the basal transcriptional machinery and RNA pol II to facilitate the formation of transcription preinitiation complexes (PICs). The concerted actions of the activators, chromatin-remodeling complexes, and coactivators lead to the transcription of genes assembled into chromatin (reviewed in references 16, 23, 26, 34, and 35).Chromatin is assembled in vivo from genomic DNA, core histones, linker histones, and nonhistone chromatin-associated proteins. The core histones form the structural core of the nucleosome (38), wherea...