Constitutive ablation of the Yin Yang 1 (YY1) transcription factor in mice results in peri-implantation lethality. In this study, we used homologous recombination to generate knockout mice carrying yy1 alleles expressing various amounts of YY1. Phenotypic analysis of yy1 mutant embryos expressing ϳ75%, ϳ50%, and ϳ25% of the normal complement of YY1 identified a dosage-dependent requirement for YY1 during late embryogenesis. Indeed, reduction of YY1 levels impairs embryonic growth and viability in a dose-dependent manner. Analysis of the corresponding mouse embryonic fibroblast cells also revealed a tight correlation between YY1 dosage and cell proliferation, with a complete ablation of YY1 inducing cytokinesis failure and cell cycle arrest. Consistently, RNA interference-mediated inhibition of YY1 in HeLa cells prevents cytokinesis, causes proliferative arrest, and increases cellular sensitivity to various apoptotic agents. Genome-wide expression profiling identified a plethora of YY1 target genes that have been implicated in cell growth, proliferation, cytokinesis, apoptosis, development, and differentiation, suggesting that YY1 coordinates multiple essential biological processes through a complex transcriptional network. These data not only shed new light on the molecular basis for YY1 developmental roles and cellular functions, but also provide insight into the general mechanisms controlling eukaryotic cell proliferation, apoptosis, and differentiation.Regulation of fundamental cellular processes such as homeostasis, growth, proliferation, apoptosis, and differentiation involves complex networks of transcription factors as well as chromatin-remodeling proteins. Dysregulation of a wide variety of transcriptional regulators has been linked to various developmental defects and diseases, such as tumorigenesis.Yin Yang 1 (YY1; also called delta, NF-E1, and UCRBP) is a ubiquitously expressed GLI-Krüppel zinc finger-containing transcription factor (23,28,44,60). It is highly conserved from Xenopus to humans and has been shown to be the vertebrate homolog of the Drosophila melanogaster polycomb group protein Pleiohomeotic (2, 16, 64). YY1 is a multifunctional protein which can act as a transcriptional repressor or activator through combinatorial interactions with various other transcription factors, coactivators, and corepressors as well as chromatin-remodeling complexes displaying opposite functions, including the histone acetyltransferase p300/CBP, the arginine methyltransferase PRMT1, and the histone deacetylases HDAC1 and HDAC2 (4,[9][10][11][12]26,34,35,45,47,57,62,65,80,82,83).Since its original isolation, YY1 has been shown to control an ever-growing number of viral and cellular genes, among which are the human immunodeficiency virus type 1 and human papillomavirus oncogenes E6 and E7, several proto-oncogenes (c-myc, c-fos, and errb2), cdc-6 (cell division cycle 6 homolog), the DNA replication-dependent histone H3.2 gene, as well as various others (53,59,68,76). With a few exceptions, many YY1 target genes hav...