In Staphylococcus aureus, the sigB operon codes for the alternative sigma factor B and its regulators that enable the bacteria to rapidly respond to environmental stresses via redirection of transcriptional priorities. However, a full model of B regulation in S. aureus has not yet emerged. Earlier data has suggested that mazEF, a toxin-antitoxin (TA) module immediately upstream of the sigB operon, was transcribed with the sigB operon. Here we demonstrate that the promoter P mazE upstream of mazEF is essential for full B activity and that instead of utilizing autorepression typical of TA systems, sigB downregulates this promoter, providing a negative-feedback loop for sigB to repress its own transcription. We have also found that the transcriptional regulator SarA binds and activates P mazE . In addition, P mazE was shown to respond to environmental and antibiotic stresses in a way that provides an additional layer of control over sigB expression. The antibiotic response also appears to occur in two other TA systems in S. aureus, indicating a shared mechanism of regulation.The ability of the major human pathogen Staphylococcus aureus to respond to challenging biotic (e.g., the nares of healthy individuals) (27) and abiotic environments (e.g., catheters, clothing, and doorknobs) (45) has promoted its persistence and transmission within hosts. As a result, S. aureus is now endemic to many hospitals and has become the leading cause of postoperative surgical infections (46). Furthermore, these adaptive responses have contributed to the sharp increase in S. aureus skin and soft tissue infections seen in nonrisk populations in the community (26). The ability of S. aureus to survive adverse host conditions is mediated by the alternative sigma factor B , which redirects RNA polymerase to transcribe genes involved in environmental stress responses (22 Immediately upstream of the rsbUVW-sigB operon, which codes for B and its regulators, are two small genes, mazF (SA1873) and mazE (SAS0167) (see Fig. 1E), which similar to their Escherichia coli namesakes (1), encode a toxin-antitoxin (TA) system (17). TA systems are common among prokaryotes and typically consist of a labile antitoxin that binds and inactivates a more stable toxin (18). Cellular proteases (e.g., Lon and ClpP) normally degrade these antitoxins, ensuring toxin activation if antitoxin production ever becomes interrupted. Starvation and antibiotic exposure are the most well-described stimuli of TA systems, leading to hypotheses that TA systems could be used as either a form of bacterial programmed cell death or as a way to selectively shut down the bacterium's metabolism (1, 18). Other hypotheses have laid out possible roles of TA systems in stabilizing nearby sections of the chromosome, in phage resistance, or in mediating the emergence of persister cells (33).In the present study, we expand the existing model of B regulation in S. aureus to include the transcriptional contribution from P mazE . We describe how the P mazE impacts B activity and how its activati...