The microbial world presents a complex palette of opportunities and dangers to animals, which have developed surveillance and response strategies to hints of microbial intent. We show here that the mitochondrial homeostatic response pathway of the nematode Caenorhabditis elegans responds to Escherichia coli mutations that activate free radical detoxification pathways. Activation of C. elegans mitochondrial responses could be suppressed by additional mutations in E. coli, suggesting that C. elegans responds to products of E. coli to anticipate challenges to its mitochondrion. Out of 50 C. elegans gene inactivations known to mediate mitochondrial defense, we found that 7 genes were required for C. elegans response to a free radical producing E. coli mutant, including the bZip transcription factor atfs-1 (activating transcription factor associated with stress). An atfs-1 lossof-function mutant was partially resistant to the effects of free radical-producing E. coli mutant, but a constitutively active atfs-1 mutant growing on wild-type E. coli inappropriately activated the pattern of mitochondrial responses normally induced by an E. coli free radical pathway mutant. Carbonylated proteins from free radical-producing E. coli mutant may directly activate the ATFS-1/bZIP transcription factor to induce mitochondrial stress response: feeding C. elegans with H 2 O 2 -treated E. coli induces the mitochondrial unfolded protein response, and inhibition of a gut peptide transporter partially suppressed C. elegans response to free radical damaged E. coli. mitochondria | C. elegans | host-microbe dialogue A nimals, plants, and other eukaryotes do not live in a germ-free environment. Their accessible surfaces are in contact with diverse bacterial species, which have relationships that range from benign to mutual to commensal to pathogenic. In fact, given that modern eukaryotes represent multiple probable ancient fusions of archaeal and bacterial cells, there have always been bacteria in the eukaryotic environment, and eukaryotes at the moment of their genesis were in dialogue with the probable symbiotic bacteria that they engulfed. Bacterial microflora is now intensively studied as the gut microbiota of many vertebrates and invertebrates (1). In the gut, microbes are afforded an anaerobic environment, in which a billion years of bacterial evolution before the emergence of oxygenic photosynthesis and 500 million years of animal guts have generated diverse anaerobic bacteria and a relatively safe environment and abundant nutrients in a circadian rhythm as animals feed (2). In return, gut microbes protect the host against pathogens by occupying niches and facilitate digestion, which enables the synthesis and metabolism of nutrients, energy generation, and vitamin biosynthesis. However, the dialogues between microbes and host are only beginning to be understood. Understanding the factors that affect microbial metabolism and signaling may reveal how microbes regulate animal physiology and aging.Here we study the dialogue between the n...