cThe Gram-negative bacterium Pasteurella multocida is the causative agent of a number of economically important animal diseases, including avian fowl cholera. Numerous P. multocida virulence factors have been identified, including capsule, lipopolysaccharide (LPS), and filamentous hemagglutinin, but little is known about how the expression of these virulence factors is regulated. Hfq is an RNA-binding protein that facilitates riboregulation via interaction with small noncoding RNA (sRNA) molecules and their mRNA targets. Here, we show that a P. multocida hfq mutant produces significantly less hyaluronic acid capsule during all growth phases and displays reduced in vivo fitness. Transcriptional and proteomic analyses of the hfq mutant during midexponential-phase growth revealed altered transcript levels for 128 genes and altered protein levels for 78 proteins. Further proteomic analyses of the hfq mutant during the early exponential growth phase identified 106 proteins that were produced at altered levels. Both the transcript and protein levels for genes/proteins involved in capsule biosynthesis were reduced in the hfq mutant, as were the levels of the filamentous hemagglutinin protein PfhB2 and its secretion partner LspB2. In contrast, there were increased expression levels of three LPS biosynthesis genes, encoding proteins involved in phosphocholine and phosphoethanolamine addition to LPS, suggesting that these genes are negatively regulated by Hfq-dependent mechanisms. Taken together, these data provide the first evidence that Hfq plays a crucial role in regulating the global expression of P. multocida genes, including the regulation of key P. multocida virulence factors, capsule, LPS, and filamentous hemagglutinin. S mall noncoding RNA (sRNA) molecules play essential roles in regulating the production of a wide range of proteins, including those involved in virulence; quorum sensing; and the metabolism of carbon, amino acids, and iron (1-5). Typically, sRNA molecules are between 50 and 400 nucleotides long and act primarily by interacting with one or more target mRNAs via short imperfect base pairing (6, 7). Protein production can be controlled by sRNAs via multiple mechanisms, including inhibition of translation, activation of translation, and alteration of transcript degradation rates (8, 9). The regulation of bacterial protein expression via sRNAs often requires the activity of Hfq, an RNAbinding chaperone protein that belongs to the Sm-like RNA-binding protein family and displays a highly conserved core sequence (6, 10). Hfq monomers form a homohexameric ring-shaped structure that preferentially binds to A/U-rich sequences on target RNA molecules and mediates the various posttranscriptional regulatory mechanisms of sRNAs (11-13). Hfq can also directly protect sRNA molecules from RNase E-mediated degradation (14) and can have an sRNA-independent role in the regulation of mRNA decay, via direct interaction with poly(A) polymerase (15).Hfq homologues have been identified in a range of Gram-positive and Gram-...