Although it was originally thought of as a passive way to block the nuclear function of p53, accumulating evidence suggests that cytoplasmic localization of p53 plays an active role in p53-mediated functions such as apoptosis and autophagy. Previous studies by us and others demonstrated that Mdm2-mediated p53 ubiquitination induces both degradation and cytoplasmic localization. Here we describe MSL2, a novel E3 ligase for p53 that promotes ubiquitin-dependent cytoplasmic p53 localization. Unlike Mdm2 or most other p53 E3 ligases, MSL2-mediated p53 ubiquitination does not affect the stability of p53. Moreover, the MSL2-mediated effect on p53 is Mdm2-independent. Thus, our study identifies an important ubiquitin-ligase for modulating p53 subcellular localization.The function of the tumor suppressor p53 as a sequencespecific transcription factor controlling the expression of numerous target genes is critical for the regulation of cellular senescence, cell-cycle arrest, and apoptosis (1-3). During normal homeostasis, p53 is localized predominantly in the nucleus and is maintained at low levels via ubiquitination-mediated targeting for proteasomal degradation (4). Both protein levels and transcriptional activity increase dramatically in response to stress through an array of critical post-translational modifications (4, 5). Polyubiquitination of C-terminal lysines of p53 by Mdm2 (6 -8) and other ubiquitin-protein isopeptide ligases (E3) 2 such as Pirh2 (9), COP-1 (10), and Arf-BP1 (11) controls p53 levels by targeting p53 for proteasomal degradation in unstressed cells or after the cellular stress is resolved (4, 12). The stress-induced p53-dependent apoptotic response consists of transcription-dependent and -independent functions of p53 (13-17). Although transactivation of pro-apoptotic target genes such as PUMA, BAX, and PIG3 requires p53 to act as a transcription factor in the nucleus, cytoplasmic p53 can elicit an apoptotic response by localizing to the mitochondria and activating a direct mitochondrial death program (13, 18 -26). Mdm2-mediated p53 monoubiquitination, occurring when Mdm2 activity levels are low, promotes p53 nuclear export and the generation of a cytoplasmic p53 pools (27-32). Once p53 localizes to the mitochondria, both directly activated and enabled pathways are utilized to induce apoptosis (18). p53 interacts with anti-apoptotic members of the Bcl family such as BclXl and Bcl2 at the outer mitochondrial membrane to release and allow the oligomerization of the pro-apoptotic factors Bak and Bax. These in turn promote the formation of pores in the mitochondrial membrane resulting in the release of cytochrome c and other apoptotic activators from the mitochondria (21,22,(33)(34)(35). Alternatively, p53 can interact directly with Bak, releasing Bak from its inhibitory interaction with Mcl1 and thereby directly activating Bak-induced apoptosis (23, 36). Recently, a role for cytoplasmic p53 in autophagy was described, providing further evidence that changes on subcellular localization of p53 have pro...