An Escherichia coli K-12 model system was developed for studying the VanS-VanR two-component regulatory system required for high-level inducible vancomycin resistance in Enterococcus faecium BM4147. Our model system is based on the use of reporter strains with lacZ transcriptional and translational fusions to the P vanR or P vanH promoter of the vanRSHAX gene cluster. These strains also express vanR and vanS behind the native P vanR promoter, the arabinose-inducible P araB promoter, or the rhamnose-inducible P rhaB promoter. Our reporter strains have the respective fusions stably recombined onto the chromosome in single copy, thereby avoiding aberrant regulatory effects that may occur with plasmid-bearing strains. They were constructed by using allele replacement methods or a conditionally replicative attP plasmid. Using these reporter strains, we demonstrated that (i) the response regulator VanR activates P vanH , but not P vanR , expression upon activation Vancomycin is a glycopeptide antibiotic that is currently used for the treatment of gram-positive bacterial infections, especially ones caused by methicillin-resistant Staphylococcus aureus species (49). Vancomycin acts by binding to the terminal D-Ala-D-Ala moieties of bacterial cell wall precursors and effectively inhibits the transpeptidation and transglycosylation steps of the cell wall assembly process, thereby rendering the cell susceptible to osmotic shock. Over the past 10 years, a number of Enterococcus strains with high-level inducible resistance to vancomycin have been identified (11), and the relative incidence of these strains has increased sharply in the last 3 years (39). High-level resistance to the antibiotic has been found to require five plasmid-borne genes : vanR, vanS, vanH, vanA, and vanX. VanR and VanS comprise a two-component regulatory system (2, 51) that regulates transcription of the genes responsible for conferring resistance: vanH, vanA, and vanX (52). Twocomponent regulatory systems are signal transduction pathways commonly used by prokaryotes to sense and adapt to stimuli in the environment; as many as 50 different ones may exist in a single bacterium such as Escherichia coli (29). Analogous signal transduction pathways have recently been identified in both eucaryotes (38) and archaea (32). These systems are characterized by a sensor histidine kinase (often a transmembrane signaling kinase such as VanS) that undergoes autophosphorylation on a conserved histidine residue. The phosphoryl group is then transferred to a conserved aspartate residue on the response regulator protein (in this case, VanR) that usually acts as a transcriptional activator. Like many signaling kinases, VanS has an N-terminal domain with two transmembrane segments flanking an extracellular domain that is believed to act as the signal sensing domain and a C-terminal cytoplasmic transmitter domain with autophosphorylation and phosphotransfer activities. Biochemical studies on the cytoplasmic domain of VanS (M95 to S384) have shown that it is readily autop...