To understand the molecular mechanisms by which mesenchymal cells differentiate into chondrocytes, we have used the gene for an early and abundant marker of chondrocytes, the mouse pro-␣1(II) collagen gene (Col2a1), to delineate a minimal sequence needed for chondrocyte-specific expression and to identify the DNA-binding proteins that mediate its activity. We show here that a 48-base pair (bp) Col2a1 intron 1 sequence specifically targets the activity of a heterologous promoter to chondrocytes in transgenic mice. Mutagenesis studies of this 48-bp element identified three separate sites (sites 1-3) that were essential for its chondrocytespecific enhancer activity in both transgenic mice and transient transfections. Mutations in sites 1 and 2 also severely inhibited the chondrocyte-specific enhancer activity of a 468-bp Col2a1 intron 1 sequence in vivo. SOX9, an SRY-related high mobility group (HMG) domain transcription factor, was previously shown to bind site 3, to bend the 48-bp DNA at this site, and to strongly activate this 48-bp enhancer as well as larger Col2a1 enhancer elements. All three sites correspond to imperfect binding sites for HMG domain proteins and appear to be involved in the formation of a large chondrocytespecific complex between the 48-bp element, Sox9, and other protein(s). Indeed, mutations in each of the three HMG-like sites of the 48-bp element, which abolished chondrocyte-specific expression of reporter genes in transgenic mice and in transiently transfected cells, inhibited formation of this complex. Overall our results suggest a model whereby both Sox9 and these other proteins bind to several HMG-like sites in the Col2a1 gene to cooperatively control its expression in cartilage.Acquisition of the chondrocytic phenotype occurs along a major pathway of differentiation of mesenchymal cells (1, 2). With the goal of identifying transcription factors that control chondrocyte-specific gene expression, we used the gene for collagen type II (Col2a1), 1 an early and abundant marker of chondrocytes (3-5), to delineate minimal sequences in this gene that control chondrocyte-specific expression in transgenic mice. Elucidation of the transcriptional mechanisms that control the chondrocyte-specific expression of the Col2a1 gene should provide important insights into the molecular specifications of chondrocytes.We previously identified a 48-bp element in intron 1 of the mouse Col2a1 gene that, when present as four tandem copies, conferred chondrocyte-specific expression both in transgenic mice and in transient expression experiments in tissue culture cells (6). A multimerized 18-bp element located at the 3Ј end of the 48-bp sequence also acted as a powerful chondrocyte-specific enhancer in transient transfection assays of rat chondrosarcoma (RCS) cells and mouse primary chondrocytes but not of fibroblasts (6).SOX9 is a member of a family of transcription factors with a DNA-binding domain that shows more than 50% similarity with the high mobility group HMG DNA-binding domain of SRY, the testis-determi...