The structure of chromatin is critical for many aspects of cellular physiology and is considered to be the primary medium to store epigenetic information. It is defined by the histone molecules that constitute the nucleosome, the positioning of the nucleosomes along the DNA and the non-histone proteins that associate with it. These factors help to establish and maintain a largely DNA sequenceindependent but surprisingly stable structure. Chromatin is extensively disassembled and reassembled during DNA replication, repair, recombination or transcription in order to allow the necessary factors to gain access to their substrate. Despite such constant interference with chromatin structure, the epigenetic information is generally well maintained. Surprisingly, the mechanisms that coordinate chromatin assembly and ensure proper assembly are not particularly well understood. Here, we use label free quantitative mass spectrometry to describe the kinetics of in vitro assembled chromatin supported by an embryo extract prepared from preblastoderm Drosophila melanogaster embryos. The use of a data independent acquisition method for proteome wide quantitation allows a time resolved comparison of in vitro chromatin assembly. A comparison of our in vitro data with proteomic studies of replicative chromatin assembly in vivo reveals an extensive overlap showing that the in vitro system can be used for investigating the kinetics of chromatin assembly in a proteome-wide manner. DNA replication, transcription and repair continuously disturb the conformation of chromatin, which results in a relatively high rate of histone turnover (1) and poses a constant threat to the maintenance of epigenetic information (2, 3). Therefore, chromatin assembly has to be controlled thoroughly to ensure a proper chromatin structure. It is well appreciated that chromatin assembly is a highly regulated multistep process involving synthesis, storage and nuclear transport of histones followed by their deposition onto DNA. Immediately after translation and before the assembly onto DNA, histones are bound by a number of chaperones that assist their folding, posttranslational modification, nuclear transport and prevent nonspecific association with negatively charged cellular molecules (4 -6). Once histones are deposited, chromatin adopts a particular conformation containing specific histone modification patterns (7-9) and a defined composition of associated proteins (10 -13). Crosslinking experiments show that histones H3 and H4 are first deposited as a tetramer, whereas two dimers of H2A and H2B are added at a subsequent stage (14,15). A similar assembly pathway is also observed in an in vitro assembly system where the process of histone deposition and chromatin contraction occurs within 30 s (16,17). Regardless of this apparent rapid compaction, it takes much longer for new chromatin to become indistinguishable from the bulk chromatin in vivo (9, 13).Recent systematic studies revealed that mature chromatin adopts a complex molecular structure containing a ...