Cholera, a severe diarrheal disease, is caused by ingestion of the gram-negative bacterium Vibrio cholerae. Expression of V. cholerae virulence factors is highly regulated at the transcriptional and posttranscriptional levels by a complex network of proteins and small noncoding RNAs. The direct activator of transcription of most V. cholerae virulence genes is the ToxT protein. ToxT binds to a 13-bp sequence, the toxbox, located upstream of genes in its regulon. However, the organization of toxboxes relative to each other and to the core promoter elements at different genes varies dramatically. At different ToxT-activated genes a single toxbox may be necessary and sufficient for full activation, or pairs of toxboxes organized as either inverted or direct repeats may be required for full activation. Although all toxboxes are located at positions consistent with a class I promoter architecture, the locations of toxboxes relative to the transcription start site also vary from gene to gene. To further assess the ability of ToxT to activate transcription from different configurations relative to the core promoter elements, we constructed promoter-lacZ fusions having altered spacing both between toxbox pairs and between the promoter-proximal toxbox and the ؊35 box at five different ToxT-activated promoters. Our results suggest that that ToxT has remarkable flexibility in its positioning as a transcription activator and that different interactions between ToxT and RNA polymerase occur during transcription activation of promoters having different toxbox configurations.The gram-negative bacterium Vibrio cholerae, the causative agent of the severe diarrheal disease cholera, continues to be a serious public health problem despite over 100 years of research on its pathogenesis. The current cholera pandemic, which began in 1961, continues unabated, and an estimated 5 million cases of cholera occur worldwide each year. Although over 200 known serogroups of V. cholerae have been identified, only the O1 and O139 serogroups are capable of causing pandemic cholera (34,35).Pandemic V. cholerae strains require two major virulence factors for colonization and pathogenesis. The first factor, cholera toxin, is an A 1 B 5 -type ADP-ribosylating toxin that is responsible for producing the voluminous watery diarrhea characteristic of cholera (8,26). The genes encoding cholera toxin, ctxAB, are carried in the genome of a lysogenic bacteriophage, CTX⌽ (40). The second major virulence factor is the toxin-coregulated pilus (TCP) (38), a type IV pilus that initiates microcolony formation and is required for intestinal colonization by V. cholerae (39). Genes encoding the TCP, which are in a long operon beginning with the tcpA pilin gene, are located in the Vibrio pathogenicity island (VPI) (22). In addition to its role as a colonization factor, the TCP is also the receptor for CTX⌽ and thus allows horizontal transfer of ctxAB to nontoxigenic V. cholerae carrying the VPI (40). In addition to the TCP-encoding genes, several other genes thought to...