Cystathionine -synthase (CBS) catalyzes the condensation of serine and homocysteine to form cystathionine, an intermediate step in the synthesis of cysteine. We previously characterized the CBS ؊1b minimal promoter (؊3792 to ؊3667) and found that Sp1/Sp3, nuclear factor Y, and USF-1 were involved in the regulation of basal promoter activity (Ge, Cystathionine -synthase (CBS 1 ; EC 4.2.1.22), a pyridoxal 5Ј-phosphate-dependent enzyme involved in the transsulfuration pathway, catalyzes the condensation of L-serine and Lhomocysteine to form cystathionine, an intermediate step in the synthesis of cysteine. The human CBS gene product is a 63,000-Da polypeptide. The tetrameric protein is catalytically dependent on both heme and pyridoxal phosphate and is allosterically regulated by S-adenosylmethionine (1-4). The human CBS gene spans over 30 kilobases and consists of 23 exons ranging in size from 42 to 209 base pairs (5). The CBS polypeptide is encoded by exons 1-14 and 16. The human CBS gene encodes multiple mRNAs differing in their 5Ј-untranslated regions, resulting from the use of five alternative noncoding exons (designated Ϫ1a to Ϫ1e) and a constant exon 0. Transcripts containing exons Ϫ1a and Ϫ1b appear to be the most abundant and are found in an assortment of adult and fetal tissues (6). By contrast, use of exons Ϫ1c, Ϫ1d, and Ϫ1e appears to be rare. There are at least two GC-rich TATA-less promoters upstream of exons Ϫ1a and Ϫ1b, containing numerous putative transcription elements (Sp1 (specificity protein 1), AP1, AP2, etc.) (5, 6). In our recent study of the CBS Ϫ1b minimal promoter (mapping between positions Ϫ3792 and Ϫ3667), we demonstrated important transactivating roles for Sp1, Sp3, NF-Y, and USF-1 (7).YThe CBS gene has been localized to human chromosome 21 (e.g. 21q22.3), and its overexpression has been suggested to be linked to certain of the phenotypic features of Down syndrome (DS). Elevated CBS expression in DS results in low plasma homocysteine compared with non-DS individuals and has been suggested to contribute to decreased atherosclerosis in DS patients (8). In our own studies of CBS and DS, we also found striking increases (ϳ12-fold) in CBS transcripts in myeloblasts from DS children with AML compared with non-DS myeloblasts (9). Interestingly, this elevated CBS expression was associated with increased in vitro sensitivities to cytosine arabinoside (Ara-C) and generation of Ara-C triphosphate, likely due to downstream effects of CBS on endogenous folate and nucleotide pools (9 -12). This may explain, in part, the remarkably high event-free survival rates (70 -100%) and low relapse rates (Ͻ15%) of DS children with AML compared with non-DS children treated with Ara-C-based chemotherapy protocols. Increased CBS transcripts in DS over non-DS myeloblasts in-*