A T-lymphocyte-specific enhancer located 13 kb upstream of the murine CD4 gene was recently shown to be required for the developmentally regulated expression of CD4. We have previously identified three nuclear protein binding sites in this enhancer, one of these sites, CD4-3, is essential for expression and contains two E-box core motifs (CANNTG) adjacent to each other in the sequence TAACAGGTGT-TAGCIGT. In electrophoretic mobility shift assays using the CD4-3 oligonucleotide as a probe, three nuclear protein complexes, termed CD4-3A, -B, and -C, were detected with nuclear extracts from T-cell lines. CD4-3A, which involves nuclear protein binding to the 5' E-box, was detected only with nuclear extracts from lymphoid cells. Specific antisera were used to show that the CD4-3A complex contains a heterodimer or heterooligomer of basic helix-loop-helix transcriptional factors, E12 or a related factor and HEB, which is expressed predominantly in thymus. Consistent with this finding, in vitro-translated E12 and HEB proteins, as homodimers or heterodimers, bound preferentially to the 5' E-box. Point mutations in the 5' E-box, but not in the 3' E-box, abolished CD4 enhancer activity. Furthermore, overexpression of Id, a protein that forms inactive heterodimers with E12/E47, blocked CD4 enhancer activity in T cells. These results suggest that a heterodimer composed of HEB and E12 or a closely related protein plays a critical role in CD4 enhancer function by interacting with the 5' E-box motif of the CD4-3 site in vivo.Development of T lymphocytes within the thymus requires appropriately timed expression of several T-cellspecific surface glycoproteins involved in cell-cell interactions. Two of these, CD4 and CD8, are coexpressed on the majority of immature thymocytes and have critical roles in the ensuing progression to functional T cells that express one glycoprotein to the exclusion of the other. The CD4 glycoprotein is specifically expressed on the surface of helper T cells, while CD8 is expressed on cytotoxic T cells. CD4 and CD8 bind to nonpolymorphic regions of major histocompatibility complex class II and class I molecules, respectively (7,11,15,25,31,34,43,46). In addition, a cytoplasmic protein tyrosine kinase, p56k , is noncovalently associated with the cytoplasmic domains of both CD4 and CD8 (45,49,54,55). Upon interaction of the T-cell antigen receptor (TCR) with major histocompatibility complex-bound peptides, CD4 or CD8 and the associated kinase migrate into the vicinity of the TCR complex, increasing its avidity for the major histocompatibility complex molecule (40,41,61). The signals transduced through the collaboration of CD4 and CD8 with the TCR are critical for selection of the T-cell repertoire during thymic ontogeny and for the activation of mature T cells (1,17,20,24,27,44).Recent evidence suggests that commitment of a thymocyte to express either CD4 or CD8 occurs stochastically and is coordinated with commitment to become a helper or cytotoxic cell, respectively (13). Elucidation of the mechanism inv...