Abstract Previous studies found AR cistrome reprogramming during transition from normal prostate to PCa, and progression to CRPC. AR binding sites (bs) in PCa were reported to be enriched for FOXA1 and HOXB13, in comparison to normal prostate where these are not enriched. However, mechanisms that may drive FOXA1 and HOXB13 to these sites and initiate this neoplastic transformation remain unclear. To address this, we first asked if there are other transcription factors (TFs) involved in tumor evolution. A motif enrichment analysis using patient data set (GSE130408) showed significant enrichment of NFI and NFI half motifs at AR bs in localized hormone sensitive PCa in comparison to normal prostate (0.07 vs 0.04, p=0.0001; and 0.27 vs 0.21, p=0.0044, respectively). Notably, NFI TFs were shown previously to be associated with AR bs in PCa cells, and to modulate AR-target gene expression and changes in chromatin accessibility. This suggested that NFI TFs may contribute to AR cistrome redistribution that drives PCa development. Next, we generated a CRPC cell model resistant to enzalutamide (ENZ), and found that AR activity in these cells was driven by the ARv7 splice variant. Notably, ATAC-seq identified in these cells a subset of sites with greatly increased chromatin accessibility, and ChIP-seq showed that these ATAC-up sites were associated with ARv7 binding and increased H3K27acetylation (H3K27ac, the mark of active enhancers). Significantly, these sites also were enriched for NFI and NFI half motifs (0.04, p<0.0001 and 0.1, p<0.0001, respectively). Notably, while AR is known as a transcriptional activator, it also has repressive functions. To study AR-direct repression, we examined the redistribution of H3K27ac mark in response to AR-inhibition (ENZ) or stimulation (DHT). We identified subsets of AR-bound regions with increased H3K27ac after ENZ that corresponded to regions with decreased H3K27ac after DHT. These regions were highly enriched for NFI and NFI-half motifs (0.04, p<0.0001 and 0.14, p<0.0001, respectively). As expected, these regions also were associated with DHT-repressed genes including UGT2B15, physiologically involved in steroid hormones metabolism. Notably, depletion of NFI-B and X (the most expressed NFI-family members in PCa) resulted in increased H3K27ac levels at UGT2B15, and impaired the suppressive effect of DHT on UGT2B15 expression. RNA-seq after NFIB and X knockdown then showed 212 up- and 119 downregulated genes, indicating NFI is a modulator of both AR-activated and repressed genes. Ingenuity Pathway Analysis demonstrated contribution of NFIs to androgen signaling and maintaining the activity of Sirtuin (SIRT) pathways. SIRTs possess deacetylase activity, including deacetylation of histones, and inhibition of SIRT1 resulted in dramatically increased UGT2B15 expression. Collectively, these data support a role for NFI TFs in directing the AR cistrome during PCa tumorigenesis, and in modulating its transcriptional activation versus repressive functions, with the latter being mediated by recruitment of SIRT1. Citation Format: Larysa Poluben, Joshua Russo, Olga Voznesensky, Mannan Nouri, Anastasia Stavridi, Xintao Qiu, Matthew Freedman, Henry W. Long, Steven P. Balk. NFI-family transcriptional factors direct AR cistrome redistribution during prostate cancer tumorigenesis [abstract]. In: Proceedings of the AACR Special Conference: Advances in Prostate Cancer Research; 2023 Mar 15-18; Denver, Colorado. Philadelphia (PA): AACR; Cancer Res 2023;83(11 Suppl):Abstract nr A014.