The biological impact of 24-h ("chronic") chromium(VI) [Cr(VI) or chromate] exposure on Shewanella oneidensis MR-1 was assessed by analyzing cellular morphology as well as genome-wide differential gene and protein expression profiles. Cells challenged aerobically with an initial chromate concentration of 0.3 mM in complex growth medium were compared to untreated control cells grown in the absence of chromate. At the 24-h time point at which cells were harvested for transcriptome and proteome analyses, no residual Cr(VI) was detected in the culture supernatant, thus suggesting the complete uptake and/or reduction of this metal by cells. In contrast to the untreated control cells, Cr(VI)-exposed cells formed apparently aseptate, nonmotile filaments that tended to aggregate. Transcriptome profiling and mass spectrometry-based proteomic characterization revealed that the principal molecular response to 24-h Cr(VI) exposure was the induction of prophage-related genes and their encoded products as well as a number of functionally undefined hypothetical genes that were located within the integrated phage regions of the MR-1 genome. In addition, genes with annotated functions in DNA metabolism, cell division, biosynthesis and degradation of the murein (peptidoglycan) sacculus, membrane response, and general environmental stress protection were upregulated, while genes encoding chemotaxis, motility, and transport/binding proteins were largely repressed under conditions of 24-h chromate treatment.The metal oxyanion chromate (CrO 4 2Ϫ ) is a widespread environmental contaminant due to its prevalent use in industrial and defense applications such as tanning, electroplating, paint pigment manufacturing, stainless steel welding, and nuclear weapons production (25,26). The hexavalent form of chromium, Cr(VI), is highly soluble and toxic, with chronic exposure leading to mutagenesis and carcinogenesis. Cr(VI)-induced apoptosis, for example, was demonstrated in p53 human bronchoalveolar cells (46), and Cr(VI) exposure results in a spectrum of genomic damage in cultured cells including DNA single-strand and double-strand breaks, binding of amino acids and proteins to DNA, DNA interstrand crosslinks, and Cr-DNA adducts (11,27,28,43,47,53,59,64,65). Cr toxicity is also associated with the generation of reactive oxygen intermediates during the intracellular partial reduction of Cr(VI) to the unstable intermediate Cr(V) by various in vivo nonspecific reductants (e.g., glutathione, NADH, NADPH, and cysteine) or cellular one-electron reductases (16,27,50). The other most stable, common form of chromium, trivalent Cr(III), is considered less toxic than Cr(VI) because of its tendency to form insoluble hydrated Cr 3ϩ complexes, which cannot cross cell membranes. However, Cr(III) was shown to cause DNA damage and inhibit topoisomerase DNA relaxation activity in bacteria (40).The adverse biological impact of Cr(VI) is attributable to the cellular uptake process. Chromate is transported across eukaryotic and prokaryotic cellular membranes vi...