Triiodothyronine (T3) stimulates a 7-fold increase in transcription of the acetyl-CoA carboxylase-␣ (ACC␣) gene in chick embryo hepatocytes. Here, we characterized an ACC␣ T3 response element (ACC␣-T3RE) with unique functional and protein binding properties. ACC␣-T3RE activated transcription both in the absence and presence of T3, with a greater activation observed in the presence of T3. In nuclear extracts from hepatocytes incubated in the absence of T3, ACC␣-T3RE bound protein complexes (complexes 1 and 2) containing the liver X receptor (LXR) and the retinoid X receptor (RXR). In nuclear extracts from hepatocytes incubated in the presence of T3 for 24 h, ACC␣-T3RE bound a different set of complexes. One complex contained LXR and RXR (complex 3) and another contained the nuclear T3 receptor (TR) and RXR (complex 4). Mutations of ACC␣-T3RE that inhibited the binding of complexes 1 and 2 decreased transcriptional activation in the absence of T3, and mutations of ACC␣-T3RE that inhibited the binding of complexes 3 and 4 decreased transcriptional activation in the presence of T3. The stimulation of ACC␣ transcription caused by T3 was closely associated with changes in the binding of complexes 1-4 to ACC␣-T3RE. These data suggest that T3 regulates ACC␣ transcription by a novel mechanism involving changes in the composition of nuclear receptor complexes bound to ACC␣-T3RE. We propose that complexes containing LXR/RXR ensure a basal level of ACC␣ expression for the synthesis of structural lipids in cell membranes and that complexes containing LXR/RXR and TR/RXR mediate the stimulation of ACC␣ expression caused by T3.When the intake of dietary carbohydrate exceeds the immediate energy needs of the animal, excess carbohydrate is converted to triacylglycerols, which can be used for energy during periods of fasting. One of the enzymes that plays a pivotal role in mediating this response is acetyl-CoA carboxylase (ACC). 1 ACC catalyzes the ATP-dependent carboxylation of acetyl-CoA to malonyl-CoA, which is the donor of all but two () of the carbon atoms for the synthesis of long-chain fatty acids. This reaction is the pace-setting step of the fatty acid synthesis pathway (1, 2). There are two ACC isoforms that are encoded by distinct genes. ACC␣ (260 kDa) is the principal isoform expressed in tissues that exhibit high rates of fatty acid synthesis such as liver, adipose tissue, and mammary gland. ACC (280 kDa) is the major isoform observed in heart and skeletal muscle, where it is thought to function primarily in the regulation of -oxidation of fatty acids (3).The concentration of ACC␣ in liver is subject to nutritional and hormonal regulation. For example, in starved animals, the concentration of hepatic ACC␣ is low; feeding a high carbohydrate, low fat diet stimulates an 8 -20-fold increase in the amount of the enzyme (4 -7). The effects of nutritional manipulation on ACC␣ concentration are mediated primarily by changes in the rate of transcription of the ACC␣ gene (8). Diet-induced changes in ACC␣ transcription are mi...