The ABC toxin complexes (Tc) produced by certain bacteria are of interest due to their potent insecticidal activity 1,2 and potential role in human disease 3 . These complexes comprise at least three proteins (A, B and C), which must assemble to be fully toxic 4 . The carboxy-terminal region of C is the main cytotoxic component 5 , and is poorly conserved between different Tcs. A general model of action has been proposed, in which the Tc binds to the cell surface via the A protein, is endocytosed, and subsequently forms a pH-triggered channel, allowing the translocation of C into the cytoplasm, where it can cause cytoskeletal disruption in both insect and mammalian cells 5 . Tc complexes have been visualised using single particle electron microscopy 6,7 , but no high-resolution structures of the components are available, and the role of the B protein in the mechanism of toxicity remains unknown. Here we report the three-dimensional structure of the complex formed between the B and C proteins, determined to 2.5 Å by X-ray crystallography. These proteins assemble to form an unprecedented, large hollow structure that encapsulates and sequesters the cytotoxic, carboxy-terminal region of the C protein like the shell of an egg. The shell is decorated on one end with a -propeller domain, which mediates attachment of the B/C heterodimer to the A protein in the native complex. The structure reveals how C auto-proteolyses when folded in complex with B. The C protein is the first example of a structure that contains RHS (rearrangement hot spot) repeats 8 , and illustrates a striking structural architecture that is likely conserved across both this widely distributed bacterial protein family and the related eukaryotic YD-repeatcontaining protein family, which includes the teneurins 9 . The structure provides the first clues about the function of these protein repeat families, and suggests a generic mechanism for protein encapsulation and delivery.ABC toxins were first identified, and have been best characterised, in the bacterium Photorhabdus luminescens 1 . However, the entomopathogenic bacterium Yersinia entomophaga contains a related Tc locus that includes an A component encoded by two ORFs (yenA1 and yenA2), a single B gene (yenB) and two C genes (yenC1 and yenC2), 10 the products of which associate independently with the A and B proteins, giving rise to two Tcs from one genetic locus. The C proteins of this and other Tcs are similar to the "polymorphic toxins" described by Zhang et al. 11 as they have a conserved RHS-repeat-containing amino-terminal region and a variable carboxyterminal region 10 . The carboxy-terminal regions (CTRs) of the Y. entomophaga C proteins are predicted to have different toxic activities: the C1 CTR is homologous to cytotoxic necrotising factor 1 (CNF1) from Escherichia coli 12 , whereas the C2 CTR is homologous to the deaminase YwqJ from Bacillus subtilis 13 . As in related complexes 3 , when the B subunit is co-expressed with either of the C subunits, C is cleaved at the boundary between th...