Fis is a nucleoid-associated protein in Escherichia coli that has been shown to regulate recombination, replication, and transcription reactions. It is expressed in a transient manner under batch culturing conditions such that high levels are present during early exponential phase and low levels are present during late exponential phase and stationary phase. We have screened a random collection of transposon-induced lac fusions for those which give decreased expression in the presence of Fis. Thirteen different Fis-repressed genes were identified, including glnQ (glutamine high-affinity transport), mglA (methyl-galactoside transport), xylF (D-xylose-binding protein), sdhA (succinate dehydrogenase flavoprotein subunit), and a newly identified aldehyde dehydrogenase, aldB. The LacZ expression patterns revealed that many of the fusions were maximally expressed at different stages of growth, including early log phase, mid-to late log phase, and stationary phase. The expression of some of the late-exponential-and stationary-phase genes was dependent on the RpoS sigma factor, whereas that of others was affected negatively by RpoS. We conclude that Fis negatively regulates a diverse set of genes and that RpoS can function to both activate and inhibit the expression of specific genes.Fis is a small DNA-binding protein that was originally identified because of its prominent role in site-specific DNA inversion reactions (18,19). It has a relaxed target specificity and has been shown to bind to many different sites throughout the Escherichia coli chromosome (8). DNA binding is mediated by helix-turn-helix motifs located in the carboxy termini of the Fis dimer and results in a high degree of bending of the DNA (22,50). A region in the amino terminus is required to stimulate Hin-and Gin-mediated DNA inversion and may play a role in transcriptional activation but does not influence excision (12,20,35).The expression of Fis is growth phase dependent (4,31,32,46). Its intracellular levels increase rapidly in a transient manner in response to nutritional upshift. The number of Fis dimers per cell increases about 500-fold within the first cell division when a stationary-phase culture is inoculated into a rich medium, reaching a peak level of 40,000 to 50,000 dimers per cell. Under standard batch culturing conditions, Fis expression is largely turned off in mid-exponential phase and the intracellular levels of Fis decline rapidly as a function of each cell division. Fis levels in cells maintained in stationary phase are extremely low.In addition to functioning in site-specific recombination reactions, Fis has been shown to enhance transcription of rRNA and certain tRNA operons (29,30,38,41) and to stimulate DNA replication from oriC (7, 11). The activation of the rRNA and tRNA operons by Fis is associated with the binding of the protein to specific DNA sequences upstream of the promoters (31, 38). Fis has also been shown to negatively regulate its own expression by binding to multiple sites within the fis promoter region (4, 32). ...