Circadian clocks are ubiquitous molecular time-keeping mechanisms that coordinate physiology and metabolism and provide an adaptive advantage to higher plants. The central oscillator of the plant clock is composed of interlocked feedback loops that involve multiple repressive factors acting throughout the circadian cycle. PSEUDO RESPONSE REGULATORS (PRRs) comprise a five-member family that is essential to the function of the central oscillator. PRR5, PRR7, and PRR9 can bind the promoters of the core clock genes CIRCADIAN CLOCK ASSOCIATED 1 (CCA1) and LATE ELONGATED HYPOCOTYL (LHY) to restrict their expression to near dawn, but the mechanism has been unclear. Here we report that members of the plant Groucho/Tup1 corepressor family, TOPLESS/TOPLESS-RELATED (TPL/TPR), interact with these three PRR proteins at the CCA1 and LHY promoters to repress transcription and alter circadian period. This activity is diminished in the presence of the inhibitor trichostatin A, indicating the requirement of histone deacetylase for full TPL activity. Additionally, a complex of PRR9, TPL, and histone deacetylase 6, can form in vivo, implicating this tripartite association as a central repressor of circadian gene expression. Our findings show that the TPL/TPR corepressor family are components of the central circadian oscillator mechanism and reinforces the role of this family as central to multiple signaling pathways in higher plants.T he circadian clock system consists of multiple interlocked feedback loops that generally contain activating and repressive arms within the loops to sustain robust 24-h oscillations (1-3). Many of the best-characterized elements in the plant circadian system are transcriptional repressors that act during the subjective morning to allow evening expression of their targets, or are expressed during the subjective evening to keep expression of morning genes down at night (4, 5). One well-studied loop of reciprocal repression involves the inhibition of early-day expression of the evening gene TIMING OF CAB EXPRESSION 1 (TOC1; PRR1) by the morning-expressed myb transcription factors CIRCADIAN CLOCK ASSOCIATED 1 (CCA1) and LATE ELONGATED HYPOCOTYL (LHY) (6). TOC1 is the founding member of five closely related PSEUDO RESPONSE REGULATORS (PRRs: PRR9, PRR7, PRR5, PRR3) and binds DNA through a conserved CCT domain at the carboxy terminus, repressing evening expression of both CCA1 and LHY (7, 8). The mechanism of CCA1/LHY-mediated repression of TOC1 requires the corepressor DE-ETIOLATED1 (DET1) to interact with CCA1 and LHY at the TOC1promoter, likely in the context of a larger COP10-DET1-DDB1(CDD) complex (9). TOC1 is also regulated by the related myb-transcription factor, REV8, which binds the TOC1 promoter and likely acts as a positive activator (10, 11). In contrast, the partners and mechanism of lateevening TOC1-mediated repression of CCA1/LHY are unknown. However, a second evening-phased repressor complex, EARLY FLOWERING 3 (ELF3)-EARLY FLOWERING4 (ELF4)-LUX ARRHYTHMO (LUX) has been identified as acting to ...