Activation of heat shock proteins (Hsps) is critical to adaptation to low oxygen levels (hypoxia) and for enduring the oxidative stress of reoxygenation. Hsps are known to be regulated by heat shock factor (Hsf), but our results demonstrate an unexpected regulatory link between the oxygen-sensing and heat shock pathways. Hsf transcription is up-regulated during hypoxia due to direct binding by hypoxia-inducible factor-1 (HIF-1) to HIF-1 response elements in an Hsf intron. This increase in Hsf transcripts is necessary for full Hsp induction during hypoxia and reoxygenation. The HIF-1-dependent increase in Hsps has a functional impact, as reduced production of Hsps decreases viability of adult flies exposed to hypoxia and reoxygenation. Thus, HIF-1 control of Hsf transcriptional levels is a regulatory mechanism for sensitizing heat shock pathway activity in order to maximize production of protective Hsps. This cross-regulation represents a mechanism by which the low oxygen response pathway has assimilated complex new functions by regulating the key transcriptional activator of the heat shock pathway.In order to endure oxygen deprivation, most eukaryotes utilize a conserved set of cellular adaptations (1). Many of these changes are brought about by the activation of the transcription factor hypoxia-inducible factor-1 (HIF-1), 2 a heterodimeric complex composed of HIF-1␣ and HIF-1 subunits. When this complex is formed it binds to specific DNA enhancer sequences and regulates the activity of target genes. Both HIF-1␣ and HIF-1 are constitutively expressed in normal oxygen conditions (normoxia), but HIF-1␣ protein is quickly degraded before dimerization can occur with HIF-1 (2). Normoxic HIF-1␣ degradation is mediated by a series of hydroxylations and ubiquitinations that tag HIF-1␣ for disposal through the proteasome (3-6).The HIF-1 complex transcriptionally regulates a wide array of genes involved in anaerobic metabolism, growth, proliferation, angiogenesis, and cell death (7,8). This multifaceted control of cellular and organismal physiological pathways is exploited by solid tumors through the natural hypoxic environment caused by rapid growth or genetic alterations that stabilize HIF-1␣ (9). Overexpression or activation of HIF-1␣ is often seen in a wide array of cancers and is correlated with patient survival (10), and studies have shown that targeting the HIF-1 pathway is a promising means of cancer therapy (11,12). Thus, HIF-1 is a central regulator of normal and pathological changes in response to low oxygen.Although many genes that are up-regulated during hypoxia are known to be regulated by HIF-1, there are also diverse sets of genes up-regulated that have not been linked to the actions of HIF-1. Among these are the highly conserved heat shock proteins (Hsps) that are highly up-regulated during hypoxia but have not been linked to HIF-1 regulation (13). Hsps are known to act as cellular chaperones for proteins that are misfolded by cellular stresses (14). Heat shock factor (Hsf) was one of the first studied...