Hypoxia and nutrient deprivation are environmental stresses governing the survival and adaptation of tumor cells in vivo. We have identified a novel role for the Rb tumor suppressor in protecting against nonapoptotic cell death in the developing mouse fetal liver, in primary mouse embryonic fibroblasts, and in tumor cell lines. Loss of pRb resulted in derepression of BNip3, a hypoxia-inducible member of the Bcl-2 superfamily of cell death regulators. We identified BNIP3 as a direct target of pRB/E2F-mediated transcriptional repression and showed that pRB attenuates the induction of BNIP3 by hypoxia-inducible factor to prevent autophagic cell death. BNIP3 was essential for hypoxia-induced autophagy, and its ability to promote autophagosome formation was enhanced under conditions of nutrient deprivation. Knockdown of BNIP3 reduced cell death, and remaining deaths were necrotic in nature. These studies identify BNIP3 as a key regulator of hypoxia-induced autophagy and suggest a novel role for the RB tumor suppressor in preventing nonapoptotic cell death by limiting the extent of BNIP3 induction in cells.Programmed cell death plays an important role in normal developmental processes and in eliminating potentially pathological cells from the organism, and increased resistance to apoptotic cell death is a hallmark of cancer (13). The role of nonapoptotic cell death, including autophagic cell death and programmed necrosis, in cancer is less clear (24,30,56). Autophagy is a well-conserved mechanism activated in response to nutrient deprivation, and it involves the catabolic degradation of macromolecules and organelles by autophagosomes to regenerate metabolites for energy and growth (24, 30). Excess or prolonged autophagy can lead to autophagic cell death (29,40), whereas inhibition of autophagy appears to promote necrotic cell death (7,12). In contrast to processes of apoptosis or autophagic cell death that have tumor suppressor functions, necrosis promotes tumor progression through induction of inflammatory responses that initiate regenerative proliferation and invasion (50). Thus, the factors determining whether a cell undergoes a specific type of cell death (apoptotic, autophagic, or necrotic) in response to a given stress are significant for understanding the progression of cancer.The RB tumor suppressor functions as a negative regulator of the cell cycle through inhibition of E2F transcription factors (49), but it plays other less well defined roles in promoting cell survival (5). In particular, loss of pRB has been shown to sensitize tumor cells to apoptosis induced by chemotherapeutic agents, and certain viral oncoproteins promote apoptosis through the inactivation of pRB (5). However, pRB previously has not been implicated in the regulation of nonapoptotic cell death.Mice lacking the function of pRb die in midgestation and exhibit various developmental defects, including increased cell death in the nervous system, lens, and liver (5). Although cell death in the lens and peripheral nervous system likely is due t...