Background: In vertebrates, a large part of gene transcriptional regulation is operated by cisregulatory modules. These modules are believed to be regulating much of the tissue-specificity of gene expression. Results: We develop a Bayesian network approach for identifying cis-regulatory modules likely to regulate tissue-specific expression. The network integrates predicted transcription factor binding site information, transcription factor expression data, and target gene expression data. At its core is a regression tree modeling the effect of combinations of transcription factors bound to a module. A new unsupervised EM-like algorithm is developed to learn the parameters of the network, including the regression tree structure. Conclusion: Our approach is shown to accurately identify known human liver and erythroidspecific modules. When applied to the prediction of tissue-specific modules in 10 different tissues, the network predicts a number of important transcription factor combinat...