Transcription of the Escherichia coli hydrogenase-1 operon (hyaABCDEF) is increased by the transcription factors ArcA and AppY under anaerobic growth conditions. However, IscR, which represses transcription of the hyaA promoter (P hyaA ) under aerobic conditions, was not known to repress transcription of this promoter under anaerobic conditions. Here, we report that ArcA and AppY increase P hyaA expression under anaerobic conditions by antagonizing IscR binding at P hyaA , since IscR repression is observed when either ArcA or AppY is eliminated. The ability of ArcA and AppY to act as antirepressors of IscR repression of P hyaA depended on IscR levels, suggesting that IscR competes with ArcA and/or AppY for binding. In support of this competition model, electrophoretic mobility shift assays and DNase I footprinting showed that the ArcA and IscR binding sites overlap and that binding of ArcA and IscR is mutually exclusive. Unexpectedly, IscR with a C92A mutation (IscR-C92A), which mimics the clusterless form of the protein that is present predominantly under aerobic conditions, was a better repressor under anaerobic conditions of both P hyaA and a constitutive promoter containing the IscR binding site from P hyaA than wild-type IscR, which is predominantly in the [2Fe-2S] form under anaerobic conditions. This observation could not be explained by differences in DNA binding affinities or IscR levels, so we conclude that [2Fe-2S]-IscR is a weaker repressor of P hyaA than clusterless IscR. In sum, a combination of ArcA and AppY antirepression of IscR function, lower levels of IscR, and weak repression by [2Fe-2S]-IscR leads to increased P hyaA expression under anaerobic conditions. H ydrogenases, which catalyze the reversible oxidation of H 2 , are widespread throughout the prokaryotic world (36). Despite a detailed biochemical and structural understanding of these enzymes (11, 15), the importance of individual isoforms of hydrogenases to cellular physiology is often not known. In particular, hydrogenase-1 (Hyd-1), encoded by hyaAB of the hyaABCDEF operon, is one of two hydrogenases that function in H 2 oxidation under anaerobic conditions in Escherichia coli (30). Recent studies have demonstrated that, unlike most hydrogenases, Hyd-1 is O 2 tolerant (20), raising the question of whether it might also have a role under O 2 -limiting conditions. Expression of E. coli hya is also subject to various physiological inputs (i.e., anaerobiosis, stationary phase, nitrate, and phosphate starvation) (2, 5, 31), suggesting that it could have specialized roles.It is well established that expression of the hya operon is increased under anaerobic fermentative conditions and decreased under aerobic or anaerobic respiratory conditions with nitrate, consistent with the proposal that Hyd-1 functions in fermentation, not respiration (30). NarL and NarP appear to be responsible for repression of hya expression in response to nitrate (5, 31), whereas the anaerobic transcription factors ArcA and AppY are required for the increased express...