-Elastin gene transcription is cell type specific and developmentally regulated, but the promoter often exhibits relatively weak activity in transient transfections of cells that express elastin at high levels. To search for positive-acting regulatory sequences, we isolated genomic clones spanning the mouse elastin gene and extensive 5Ј-and 3Ј-flanking regions. Restriction fragments of potential regulatory regions were ligated 5Ј or 3Ј relative to the active promoter to test for enhancer activity in transient transfections of fetal rat lung fibroblasts, which express elastin at high levels, and distal lung epithelial cells, which do not express detectable elastin. Fragments of intron 1 did not exhibit significant enhancer activity. Inclusion of the 84-bp exon 1 and adjacent 5Ј-untranslated region increased activity of the elastin promoter approximately sixfold compared with parental constructs. Transfections with constructs of varying promoter length showed that as little as 40 bp of the 5Ј end of exon 1 confers enhanced activity in elastin-expressing rat lung fibroblasts, but these constructs had variable activity in lung epithelial cell lines. This region, localized between the transcription start site and extending into exon 1, binds Sp1 in nuclear extracts from elastinexpressing cells. These studies indicate a role for the 5Ј end of the first exon of the elastin gene in regulating strong transcriptional activity in elastogenic cells.promoter; lung ELASTIN IS AN ABUNDANT PROTEIN in connective tissues, comprising as much as 35% of the dry weight of the adult human thoracic aorta. Expression of the elastin (ELN) gene coincides with the formation of tissues such as blood vessels and the lung during development and peaks during morphological maturation of these tissues. Lung ELN gene expression is limited to airway and vascular smooth muscle cells, vascular endothelial cells, pleural mesothelial cells, and alveolar myofibroblasts and increases Ͼ10-fold between early stages of lung development and the postnatal alveolarization period (19,30). Elastin expression is undetectable in lung epithelial cells. Analyses of the elastin 5Ј-flanking region from Ϫ6 kb to the translation start site have defined a number of responsive elements, both positive and negative, but none that confers high, cell typespecific activity in transient transfections of cultured elastinexpressing cell types including neonatal lung myofibroblasts, fetal aortic smooth muscle cells, and fetal auricular chondrocytes. In transient transfection studies using cells that express both elastin and type I collagen at relatively similar levels, for example, ELN promoter constructs exhibit weak activity compared with type I collagen promoter constructs (7). Moreover, early studies using ELN promoter constructs showed approximately equivalent activity in elastogenic and nonelastogenic cells in transient transfections. Fazio and coworkers (7) found that a construct extending from Ϫ475 to Ϫ14 exhibited nearly as high activity in HT-1080 cells, which do not ex...