BACKGROUND The mammalian response to stress results in the activation of stress-activated protein kinases (also known as cJun N-terminal kinases; SAPKs or JNKs), which are a sub-group of the mitogen-activated protein (MAP) kinase family. The SAPKs are involved in the upregulation of activity of the transcription factor AP-1 by post-translational modification of two of its components, cJun and ATF2. AP-1 activity can also be elevated by increased expression of the Fos protein, a further AP-1 component. Elk-1 (also called p62TCF), a transcription factor involved in the induction of the expression from the c-fos promoter through the promoter's serum response element, is known to be activated as a result of phosphorylation by the MAP kinases ERK1 and ERK2. However, induction of c-fos expression in response to noxious agents takes place in the absence of ERK activation. We therefore investigated whether SAPKs similarly upregulate c-fos expression by phosphorylating Elk-1. RESULTS Elk-1 is activated in response to stimuli other than mitogenic signals. Both p46SAPK and p54SAPK interact physically with, and phosphorylate, Elk-1. The capacity of Elk-1 to form a ternary complex with serum response factor in vitro is thereby elevated. In vivo, selective activation of SAPKs stimulates formation of the ternary complex containing Elk-1, serum response factor and the serum response element, and enhances Elk-1-dependent transcription. Expression of the SAPK upstream-activator kinase, MEKK1, induces SAPK activation and c-fos transcription in the absence of ERK activity. Phosphopeptide mapping of Elk-1 phosphorylated with p46SAPK or p54SAPK reveals Ser383, a residue critical for ternary complex formation and transcriptional activation, to be the major phosphorylation site. CONCLUSIONS Elk-1 responds to stress-induced, as well as mitogenic, signals by stimulating c-fos transcription through the serum response element. Phosphorylation of Elk-1 by SAPKs and the ensuing expression of Fos protein thus constitutes an additional mechanism by which cells can upregulate AP-1 activity in response to stress.