Macroautophagy (called autophagy hereafter) is a catabolic process activated by various types of stress, most notably by nutrient deprivation. The autophagic degradation of intracellular macromolecules provides metabolic support for the cell; however, this physiological process can also initiate a form of cell death (type 2 programmed cell death). Here we report that oxygen deprivation can activate the autophagic pathway in human cancer cell lines. We observed that hypoxia induced distinct cellular changes characteristic of autophagy such as an increase in cytoplasmic acidic vesicles, and processing and cellular localization of microtubule-associated protein-1 light chain 3. Oxygen deprivation-induced autophagy did not require nutrient deprivation, hypoxia-inducible factor-1 (HIF-1) activity, or expression of the HIF-1 target gene BNIP3 (Bcl-2 adenovirus E1a nineteen kilodalton interacting protein 3) or BNIP3L (BNIP3 like protein). Hypoxia-induced autophagy involved the activity of 5 0 -AMP-activated protein kinase (AMPK). Finally, we determined that cells lacking the autophagy gene ATG5 were unable to activate the autophagic machinery in hypoxia, had decreased oxygen consumption and increased glucose uptake under hypoxia, had increased survival in hypoxic environments, and exhibited accelerated growth as xenografted tumors. Together, these findings suggest that the autophagic degradation of cellular macromolecules contributes to the energetic balance governed by AMPK, and that suppression of autophagy in transformed cells can increase both resistance to hypoxic stress and tumorigenicity. Low oxygen tension is a common characteristic of several pathophysiological conditions including cancer. Hypoxia in solid tumors is associated with resistance to radiotherapy and poor prognosis. 1 One consequence of tumor hypoxia can be cell death. 2,3 However, several groups have shown that in general tumor cells are well adapted to moderate hypoxia, provided that there are no additional stresses such as glucose deprivation. However, extreme hypoxia is able to activate apoptosis through a hypoxia-inducible factor-1 (HIF-1)-independent process. 4-6 Interestingly, forced normoxic expression of HIF-1 target gene BNIP3 (Bcl-2 adenovirus E1a nineteen kilodalton interacting protein 3) has been reported to cause mitochondrial dysfunction and cell death in some, but not all, experimental settings. 5,7,8 Recent studies have also implicated BNIP3 in ceramide-and arsenic trioxide-induced autophagy 9,10 and in a model of ischemia/reperfusion cell death. 11 5 0 -AMP-activated protein kinase (AMPK) is a major regulator of energy homeostasis. 12 Increases in the AMP/ ATP ratio lead to activation of AMPK, which in turn promotes energy-producing catabolic processes and attenuation of energy-consuming anabolic processes. 13 One major downstream pathway for this effect is through tuberous sclerosis complex (TSC) and mammalian target of rapamycin (mTOR). 14 Hypoxia is a potent stimulus of AMPK, which is independent of HIF activity, and can occur ...