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Plants vary greatly in their responses to cold temperatures. At one extreme are plants from tropical and subtropical regions such as soybean and rice, which suffer injury when exposed to chilling temperatures between 0 and 12°C. In sharp contrast, plants from temperate regions are not only chilling tolerant, but many, such as Arabidopsis and wheat, can survive freezing after exposure to low nonfreezing temperatures, a phenomenon known as "cold acclimation". Our long range goal is to understand the "genomic" basis of cold tolerance. Our focus here will be to develop a more detailed understanding of how plants respond to low temperature in terms of altering gene expression. This emphasis is motivated by the recent demonstration that cold acclimation involves the action of cold-regulated genes, the identification of the Arabidopsis CBF transcriptional activator regulatory proteins, and a group of coordinately regulated genes, the CBF regulon, that impart freezing tolerance.