The naturally occurring compatible solutes betaine and L-carnitine allow the food-borne pathogen Listeria monocytogenes to adjust to environments of high osmotic strength. Previously, it was demonstrated that L. monocytogenes possesses an ATP-dependent L-carnitine transporter (A. Verheul, F. M. Rombouts, R. R. Beumer, and T. Abee, J. Bacteriol. 177:3205-3212, 1995). The present study reveals that betaine and L-carnitine are taken up by separate highly specific transport systems and support a secondary transport mechanism for betaine uptake in L. monocytogenes. The initial uptake rates of betaine and L-carnitine are not influenced by an osmotic upshock, but the duration of transport of both osmolytes is directly related to the osmotic strength of the medium. Regulation of uptake of both betaine and L-carnitine is subject to inhibition by preaccumulated solute. Internal betaine inhibits not only transport of external betaine but also that of L-carnitine and, similarly, internal L-carnitine inhibits transport of both betaine and L-carnitine. The inhibition is alleviated upon osmotic upshock, which suggests that alterations in membrane structure are transmitted to the allosteric binding sites for betaine and L-carnitine of both transporters at the inner surface of the membrane. Upon osmotic downshock, betaine and L-carnitine are rapidly released by L. monocytogenes as a consequence of activation of a channel-like activity. The osmolyte-sensing mechanism described is new and is consistent with various unexplained observations of osmoregulation in other bacteria.Food-borne listeriosis caused by Listeria monocytogenes has emerged as a topic of considerable public health concern over the past decade. The infection is encountered in neonates, elderly persons, pregnant women, and the immunocompromised, and symptoms may include sepsis, meningitis, infection of the central nervous system, abortion, and stillbirth, with fatality rates of approximately 25%. The ubiquitous distribution of L. monocytogenes in the environment and its relative high tolerance to environmental stresses such as low temperature and high osmotic strength contribute to its status as a hazard in minimally processed ready-to-eat refrigerated products (7).Cold and salt tolerance in L. monocytogenes can be imparted by betaine and L-carnitine. Betaine is present in high concentrations in foods originating from plants, whereas foods of animal origin generally have a high carnitine content (3,15,21,30). The osmoprotective capacity of betaine is well-known among prokaryotic organisms, whereas, so far, L-carnitine has been recognized only as an osmolyte in L. monocytogenes, Lactobacillus plantarum, and Escherichia coli (3,(12)(13)(14). The involvement of betaine and L-carnitine in cold tolerance of the psychrotroph L. monocytogenes has recently been reported (15,25,30). Uptake of L-carnitine in L. monocytogenes is mediated by a constitutively expressed transporter that is driven by ATP. Competition experiments revealed that the L-carnitine transporter has a hig...