The virulence of the intracellular pathogen Rhodococcus equi in foals is dependent on the presence of an 81-kb virulence plasmid encoding the virulence protein VapA. Expression of this protein is induced by exposure to oxidative stress, high temperatures, and low pHs, which reflect the conditions encountered by R. equi when it enters the host environment. The aim of this study was to determine whether the LysR-type transcriptional regulator VirR, which is encoded by the virulence plasmid, is required for the expression of vapA. It was shown that the virR gene is cotranscribed with four downstream genes, one of which encodes a two-component response regulator. The expression of VapA, as monitored by Western blotting, was completely dependent on the presence of virR. Maximal expression was observed when vapA was present together with the complete virR operon, suggesting that at least one of the virR operon genes, in addition to virR, is required for the expression of vapA to wild-type levels. The transcriptional start site of vapA was determined to be a cytidine located 226 bp upstream from the vapA initiation codon. His-tagged VirR protein was expressed in Escherichia coli and purified by nickel affinity chromatography. DNA binding studies showed that purified VirR binds to a DNA fragment containing the vapA promoter. We therefore conclude that VirR is required for the activation of vapA transcription.The gram-positive bacterium Rhodococcus equi is a facultative intracellular pathogen of alveolar macrophages. Although young foals are the primary host of this pathogen, the incidence of R. equi infection in immunocompromised humans has increased markedly over the past 15 years (9,23,46). Infection with R. equi leads to life-threatening pyogranulomatous pneumonia accompanied by gross lesions such as macroabscesses and cavitation (32). The virulence of R. equi in foals is dependent on an indigenous plasmid, which varies in size between 80 and 85 kb (40,42). Plasmid-cured strains are unable to proliferate in macrophages (12,17). A recent analysis of the nucleotide sequences of two virulence plasmids revealed the presence of a 27.5-kb DNA fragment characterized by a significantly lower GϩC content than the remainder of the virulence plasmid (39). The expression of genes located within this region of the virulence plasmid is upregulated following the internalization of R. equi by macrophages, suggesting that this part of the plasmid is a pathogenicity island (33