Nucleostemin (NS) is a nucleolar-nucleoplasmic shuttle protein that regulates cell proliferation, binds p53 and Mdm2, and is highly expressed in tumor cells. We have identified NS as a target of oxidative regulation in transformed hematopoietic cells. NS oligomerization occurs in HL-60 leukemic cells and Raji B lymphoblasts that express high levels of c-Myc and have high intrinsic levels of reactive oxygen species (ROS); reducing agents dissociate NS into monomers and dimers. Exposure of U2OS osteosarcoma cells with low levels of intrinsic ROS to hydrogen peroxide (H 2 O 2 ) induces thiol-reversible disulfide bond-mediated oligomerization of NS. Increased exposure to H 2 O 2 impairs NS degradation, immobilizes the protein within the nucleolus, and results in detergent-insoluble NS. The regulation of NS by ROS was validated in a murine lymphoma tumor model in which c-Myc is overexpressed and in CD34؉ cells from patients with chronic myelogenous leukemia in blast crisis. In both instances, increased ROS levels were associated with markedly increased expression of NS protein and thiol-reversible oligomerization. Site-directed mutagenesis of critical cysteinecontaining regions of nucleostemin altered both its intracellular localization and its stability. MG132, a potent proteasome inhibitor and activator of ROS, markedly decreased degradation and increased nucleolar retention of NS mutants, whereas N-acetyl-L-cysteine largely prevented the effects of MG132. These results indicate that NS is a highly redox-sensitive protein. Increased intracellular ROS levels, such as those that result from oncogenic transformation in hematopoietic malignancies, regulate the ability of NS to oligomerize, prevent its degradation, and may alter its ability to regulate cell proliferation.Nucleostemin (NS) is a GTP-binding nucleolar protein that has been implicated in a variety of cellular processes, including cell cycle progression involving the G 1 -S (1, 2) and G 2 -M transitions (3), pre-rRNA processing (4), stress responses involving nucleoplasmic translocation (5, 6), cellular senescence (7), and inhibition of cell proliferation (8). NS shuttles from the nucleolus to the nucleoplasm in response to a variety of cellular stressors, including inhibition of RNA synthesis (5). We have recently demonstrated that reduction of intracellular GTP levels results not only in the nuclear translocation of NS, as had been observed previously (6), but also its rapid proteasomal degradation in an apparent Mdm2-dependent manner (9). A number of nuclear proteins interact with nucleostemin (10), including p53 (1, 8), Mdm2 (2, 3), ribosomal L1 domain-containing 1 (RSL1D1) (11), and telomeric repeat binding factor 1 (TRF-1) (7, 12). The regulation of these diverse proteins through their interactions with NS results in functional alterations in cell cycle control and telomere maintenance (10), although the precise mechanisms of regulation remain to be elucidated. Complete loss of NS, either through siRNA knockdown experiments (1, 2, 13, 14) or through it...