The biologically active form of vitamin A, retinoic acid, and its synthetic analogs exhibit potent anti-proliferative normalization of differentiation and anti-inflammatory activities, which appear to account for their therapeutic effects in hyperproliferative and inflammatory diseases, such as acne, psoriasis, photoaging and neoplasias. These therapeutic effects are achieved by their ability to regulate complex programs of gene expression in target cells by binding to nuclear receptors, which are ligand-dependent transcription factors. This article reviews retinoid regulated genes and recently identified mechanisms which play important roles in the regulation of transcription by retinoids.