Alterations in the homeostasis of the endoplasmic reticulum (ER) by various forms of stress can lead to the accumulation of unfolded proteins and protein aggregates that are detrimental to cell survival. Eukaryotic cells can adapt to ER stress by activating specific signaling pathways and mechanisms, whose primary purpose is to limit the accumulation of unfolded proteins in the ER. We recently reported a novel mechanism of cell adaptation to ER stress, which proceeds through the inhibition of the apoptotic function of the tumor suppressor p53 (Genes Dev 2004;18:261-277). We found that ER stress increases the cytoplasmic localization and enhances the destabilization of the tumor suppressor. This process requires the phosphorylation of p53 at serine 315 and serine 376, which is mediated by the activation of glycogen synthase kinase-3beta (GSK-3beta). ER stress also prevents p53 activation and p53-mediated apoptosis in response to DNA damage. These findings demonstrate that ER stress utilizes mechanisms that are distinct from other types of stress to modulate p53. In addition, they reveal that ER stress and nuclear DNA damage can induce inter-organellar cross-talk pathways targeting p53 with important implications for the treatment of tumors with dysfunctional ER.