Hypoxia is a pathophysiological condition that occurs during injury, ischemia, and stroke. It is characterized by a decrease of reactive oxygen intermediates and a change of the intracellular redox level. In tumors hypoxia is regarded as a trigger for enhanced growth and metastasis. Here we report that in HeLa cells, hypoxic conditions induce the transcriptional activation of c-fos transcription via the serum response element. Mutations in the binding site for the ternary complex factor Elk-1 and the serum response factor abolished this induction, indicating that a ternary complex at the serum response element is necessary for the induction of the c-fos gene under hypoxia. The transcription factor Elk-1 was covalently modified by phosphorylation in response to hypoxia. Furthermore this hyperphosphorylation of Elk-1, the activation of mitogen-activated protein kinase (MAPK), and the induction of c-fos transcripts were blocked by PD98059, a specific inhibitor of mitogen-activated protein kinase kinase/extracellular signal-regulated protein kinase kinase 1. An in vitro kinase assay with Elk-1 as substrate showed that MAPK is activated under hypoxia. The activation of MAPK corresponds temporally with the phosphorylation and activation of Elk-1. Thus, a decrease of the intracellular reactive oxygen intermediate level by hypoxia induces c-fos via the MAPK pathway. These results suggest that the intracellular redox levels may be directly coupled to tumor growth, invasion, and metastasis via Elk-1-dependent induction of c-Fos controlled genes.The activation of c-fos by mitogens and changes of the intracellular redox level is mainly mediated by the serum response element (SRE).1 The SRE is a regulatory element found in many growth factor-regulated promotors that directs the rapid induction of gene expression (for review see Ref. 1). The best studied SRE is that of the c-fos gene. Two kinds of transcription factors are required for SRE activity: the ubiquitous transcription serum response factor (SRF) (2) and the ternary complex factors (TCFs), which form a ternary complex with the SRF. The human TCFs include Elk-1, SAP-1, and SAP-2 and constitute a subfamily within the Ets family of transcription factors (for review see Ref.3). These proteins need SRF to bind tightly to the SRE (4). The N-terminal domains of Elk-1 and SAP-1 mediate DNA contact and ternary complex formation. The transactivation domain at the C terminus contains several conserved MAPK phosphorylation sites. Growth factor-stimulated activation of the MAPK pathway results in phosphorylation of the Elk-1 C terminus (5), which then cooperates with the SRF C-terminal activation domain to activate transcription (6, 7).The transcription factor AP-1 is composed of members of the Fos family (c-Fos, Fos-B, Fra-1, and Fra-2) and the Jun family (c-Jun, JunB, and JunD) that form restricted homo-or heterodimers (for review see Ref. 8). With the exception of c-Jun homodimers, AP-1 is predominantly induced at a transcriptional level by novel synthesis of its subunits. Thi...