A putative benM gene encoding a LysR-type regulator located upstream from the benA gene was found in Acinetobacter calcoaceticus PHEA-2. Disruption of benM or benA destroyed the ability of PHEA-2 to utilize benzoate. The benM mutant was used to construct a genomic library for isolation of the complete gene cluster responsible for benzoate degradation. Sequence analysis showed that the cluster has three putative operons: benM, benABCDE, and benKP. Unlike many well-characterized benzoate-degrading bacteria, muconate is unable to induce in vivo transcription of the PHEA-2 ben cluster. Reverse transcriptase-polymerase chain reaction (RT-PCR) results showed that the benABCDE operon is activated by the BenM protein in the presence of benzoate. Moreover, a gel-retardation assay demonstrated that BenM binds to the promotor region of the benA gene. The activities of catechol 1,2-dioxygenase (C12O) and catechol 2,3-dioxygenase (C23O) showed that PHEA-2 converted benzoate to catechol for further degradation, possibly via an ortho-cleavage pathway.