The capacity of adenylate cyclase toxin (ACT) to penetrate into target cells depends on post-translational fatty-acylation by the acyltransferase CyaC, which can palmitoylate the conserved lysines 983 and 860 of ACT. Here, the in vivo acylating capacity of a set of mutated CyaC acyltransferases was characterized by two-dimensional gel electrophoresis and mass spectrometric analyses of the ACT product. Substitutions of the potentially catalytic serine 20 and histidine 33 residues ablated acylating activity of CyaC. Conservative replacements of alanine 140 by glycine (A140G) and valine (A140V) residues, however, affected selectivity of CyaC for the two acylation sites on ACT. Activation by the A140G variant of CyaC generated a mixture of bi-and monoacylated ACT molecules, modified either at both Lys-860 and Lys-983, or only at Lys-860, respectively. In contrast, the A140V CyaC produced a nearly 1:1 mixture of nonacylated pro-ACT with ACT monoacylated almost exclusively at Lys-983. The respective proportion of toxin molecules acylated at Lys-983 correlated well with the cell-invasive activity of both ACT mixtures, which was about half of that of ACT fully acylated on Lys-983 by intact CyaC. These results show that acylation of Lys-860 alone does not confer cell-invasive activity on ACT, whereas acylation of Lys-983 is necessary and sufficient.The whooping cough agent, Bordetella pertussis, secretes a 1706-residue-long RTX 1 adenylate cyclase toxin-hemolysin (ACT, AC-Hly, or CyaA), which can invade a variety of eukaryotic cells (1, 2). ACT delivers into cells a catalytic adenylate cyclase domain (AC) that is activated by intracellular calmodulin and catalyzes unregulated conversion of ATP to cAMP (3-6). This impairs microbicidal functions of immune effector cells and induces apoptosis of lung macrophages (7,8). In addition, ACT has the capacity to form small cation-selective membrane channels that account for its weak hemolytic activity (7-13).The capacity of ACT to form hemolytic channels and to penetrate target cell membranes and deliver the AC domain (cell-invasive activity) depends on a covalent post-translational fatty-acyl modification (14 -16). This is catalyzed by a dedicated protein acyltransferase, CyaC, which can acylate the ⑀-amino groups of two internal lysine residues of ACT, Lys-983 and Lys-860, located within conserved RTX acylation sites (14 -17). The mechanism of this novel type of protein acylation was recently analyzed in substantial detail for the prototype RTX toxin-activating and acyl-ACP-dependent protein acyltransferase HlyC, which acylates the homologous lysines 564 and 690 of the Escherichia coli ␣-hemolysin HlyA (18 -21). Several residues, including Ser-20 and His-23, were identified as being potentially involved in acyl transfer catalysis by . A model of the reaction mechanism was proposed, and formation of an intermediary acyl-ACP⅐HlyC complex was demonstrated (22-25). Various acyl-ACP-carrying fatty acids, including the most common in E. coli, the palmitoyl (C16:0) and pamitoleil (C16:...