The Cln3-Cdc28 kinase is required to activate the Swi4-Swi6 transcription complex which induces CLN1 and CLN2 transcription in late G(1) and drives the transition to S. Cln3 and Swi4 are both rate limiting for G(1) progression, and they are coordinately transcribed to peak at the M/G(1) boundary. Early cell cycle box (ECB) elements, which confer M/G(1)-specific transcription, have been found in both promoters, and elimination of all ECB elements from the CLN3 promoter causes both a loss of periodicity and Cln3-deficient phenotypes, which include an extended G(1) interval and increased cell volume. Mutants lacking the ECB elements in both the CLN3 and SWI4 promoters have low and deregulated levels of CLN transcripts, and the G(1)-to-S transition for these mutants is delayed and highly variable. These observations support the view that the coordinated rise of Cln3 and Swi4 levels mediated by ECB-dependent transcription controls the timing of the G(1)-to-S phase transition.