We previously identified a complex regulatory element in the medium-chain acyl coenzyme A dehydrogenase gene promoter that confers transcriptional regulation by the retinoid receptors RAR and RXR and the orphan nuclear receptor In this study we demonstrate a trans-repressing regulatory function for the orphan receptor COUP-TF at this same nuclear receptor response element (NRRE-1). The transcriptional regulatory properties and receptor binding sequences of each nuclear receptor response element within NRRE-1 are also characterized. NRRE-1 consists of four potential nuclear hormone receptor hexamer binding sites, arranged as [I-1-(n)8-2---3-+(n)4<-4-j, three of which are used in alternative pairwise binding by homodimers and by RAR-RXR heterodimers, as demonstrated by mobility shift assays and methylation interference analysis. Binding and transactivation studies with mutant NRRE-1 elements confirmed the existence of distinct retinoid, COUP-TF, and HNF-4 response elements that define novel receptor binding motifs: COUP-TF homodimers bound sites 1 and 3 (two hexamer repeat sequences arranged as an everted imperfect repeat separated by 14 bp or ER14), RAR-RXR heterodimers bound sites 1 and 2 (ER8), and HNF-4 homodimers bound sites 2 and 3 (imperfect DRO). Mixing cotransfection experiments demonstrated that the nuclear receptor dimers compete at NRRE-1 to modulate constitutive and ligand-mediated transcriptional activity. These data suggest a mechanism for the transcriptional modulation of genes encoding enzymes involved in cellular metabolism.Medium-chain acyl coenzyme A dehydrogenase (MCAD; EC 1.3.99.3) is a mitochondrial flavoenzyme encoded by a nuclear gene that catalyzes the initial step in n-oxidation of medium-chain-length (C6 to C12) fatty acids (6). The enzyme catalyzes oxidative desaturation of acyl coenzyme A thioesters derived from multiple metabolic pathways, including products of longer-chain fatty acid mitochondrial 13-oxidation, incompletely oxidized fatty acids derived from peroxisomal P-oxidation, and unsaturated fatty acid intermediates. Accordingly, MCAD is a pivotal enzyme in cellular fatty acid oxidative metabolism. This fact is underscored by the severe consequences resulting from inherited MCAD deficiency, including hypoglycemia and sudden death (15,51).As an initial step in determining the molecular mechanisms involved in transcriptional regulation of nuclear genes involved in mitochondrial metabolic pathways, we have begun to delineate cis-acting regulatory elements in the MCAD gene promoter (10,46,65). In this pursuit, we identified a retinoic acid (RA) response element (RARE) that confers retinoid-mediated activation of the MCAD gene promoter (46). In cotransfection experiments, both the all-trans RA receptors (RARs) and the 9-cis RA receptors (RXRs) conferred RA-mediated induction of the MCAD promoter through interactions with this response element. The element also functioned in a heterologous promoter context and bound RARs and RXRs in nuclear extracts derived from cells infected wit...