We have demonstrated previously that interferon (IFN)-␥ sensitizes human colon carcinoma cell lines to the cytotoxic effects of 5-fluorouracil combined with leucovorin and to the thymidylate synthase inhibitor, ZD9331, dependent on thymineless stress-induced DNA damage, independent of p53. Here we demonstrate that the cyclin-dependent kinase (CDK) inhibitor p21Cip1 regulates thymineless stress-induced cytotoxicity in these cells. HCT116 wild-type (wt) and p53؊/؊ cells underwent apoptosis and loss in clonogenic survival when exposed to ZD9331, whereas p21Cip1 ؊/؊ cells were resistant. Cip1 ؊/؊ cells accumulated in S phase within 24 h of ZD9331 exposure; however, wt cells exited S-phase more rapidly, where apoptosis occurred before mitosis, either in late S or G 2 . Finally, the CDK inhibitor roscovitine potentiated the cytotoxic activity of ZD9331 in both wt and p21Cip1 ؊/؊ cells, strongly suggesting a role for p21Cip1 -dependent CDK inhibition in cytotoxicity induced by thymidylate synthase inhibition. In summary, p21Cip1 positively regulates the cytotoxic action of thymidylate synthase inhibitors, negatively regulates the cytotoxic action of IFN-␥, and enhances S-phase exit after thymineless stress, possibly via interaction with CDK-cyclin complexes.