A key event in tRNA gene (tDNA) transcription by RNA polymerase (Pol) III is the TFIIIC-dependent assembly of TFIIIB upstream of the transcription start site. Different tDNA upstream sequences bind TFIIIB with different affinities, thereby modulating tDNA transcription. We found that in the absence of Nhp6 proteins, the influence of the 5-flanking region on tRNA gene transcription is dramatically enhanced in Saccharomyces cerevisiae. Expression of a tDNA bearing a suboptimal TFIIIB binding site, but not of a tDNA preceded by a strong TFIIIB binding region, was strongly dependent on Nhp6 in vivo. Upstream sequencedependent stimulation of tRNA gene transcription by Nhp6 could be reproduced in vitro, and Nhp6 proteins were found associated with tRNA genes in yeast cells. We also show that both transcription and silencing barrier activity of a tDNA Thr at the HMR locus are compromised in the absence of Nhp6. Our data suggest that Nhp6 proteins are important components of Pol III chromatin templates that contribute both to the robustness of tRNA gene expression and to positional effects of Pol III transcription complexes.Transcription of tRNA genes (tDNAs) by RNA polymerase (Pol) III in yeast involves multistep assembly of transcription factors into a preinitiation complex that recruits Pol III (14, 27). Two highly conserved internal control regions, the A and B blocks, together form a specific binding site for multisubunit transcription factor IIIC (TFIIIC). Promoter-bound TFIIIC provides an interaction platform for the productive assembly of TFIIIB in an ϳ50-bp region upstream of the transcription start site (TSS). The TFIIIB-DNA complex is by itself capable of productively recruiting Pol III and supporting multiple rounds of transcription in vitro (36). Transcription then proceeds through a facilitated reinitiation pathway that involves Pol recapture after transcription termination (19,20,25). Accumulating evidence suggests that the transcription complexes assembled on class III genes may positionally influence other genomic transactions, such as Ty element retroposition (2, 16, 40) and the expression of neighboring genes. In the latter case, tDNAs can act as repressor elements (9, 34) or as barriers to the spread of silencing (22, 59). Despite the remarkable stability of the TFIIIB-DNA complex and its centrality in the transcription mechanism, TFIIIB contacts with its upstream DNA binding region are not based on simple sequence specificity rules. The 5Ј-flanking region of tRNA genes has long been known to modulate the efficiency of tRNA gene transcription (61). We have recently shown that the transcriptional strength of tRNA gene upstream regions correlates, at least in yeast, with the occurrence of a composite sequence pattern within the TFIIIB binding region and that degenerated yet recognizable sequence patterns also occur upstream of tDNAs in many eukaryotic genomes (29). Yeast tDNA upstream regions also display a remarkable bending propensity, a feature that might facilitate TFIIIB binding (29,30). In Saccha...