The transcriptionally regulatory regions of the lymphomagenic Akv and SL3-3 murine leukemia retroviruses (MLVs) contain two types of E-box consensus motifs, CAGATG. One type, E A/S , is located in the upstream promoter region, and the other, E gre , is located in a tandem repeat with enhancer properties. We have examined the requirements of the individual E-boxes in MLV transcriptional regulation. In lymphoid cell lines only, the E gre-binding protein complexes included ALF1 or HEB and E2A basic helix-loop-helix proteins. Ectopic ALF1 and E2A proteins required intact E gre motifs for mediating transcriptional activation. ALF1 transactivated transcription of Akv MLV through the two E gre motifs equally, whereas E2A protein required the promoterproximal E gre motif. In T-and B-cell lines, the E gre motifs were of major importance for Akv MLV transcriptional activity, while the E A/S motif had some effect. In contrast, neither E gre nor E A/S motifs contributed pronouncedly to Akv MLV transcription in NIH 3T3 cells lacking DNA-binding ALF1 or HEB and E2A proteins. The Id1 protein was found to repress ALF1 activity in vitro and in vivo. Moreover, ectopic Id1 repressed E gre-directed but not E A/S-directed MLV transcription in lymphoid cell lines. In conclusion, E gre motifs and interacting basic helix-loop-helix proteins are important determinants for MLV transcriptional activity in lymphocytic cell lines.