The ErbB family of receptor tyrosine kinases is involved in the regulation of cell proliferation, differentiation and apoptosis. Previous studies indicate that cells expressing elevated levels of the EGFR and ErbB-2 undergo programmed cell death in response to EGF or other EGFR ligands. However, the detailed mechanisms of EGF-induced apoptosis are unclear. This report demonstrates that in the cells undergoing EGF-dependent apoptosis Bax changes its conformation and forms multimeric aggregates, which accumulate on the mitochondrial membrane. Bax activation and translocation to the mitochondria induces a loss of mitochondrial transmembrane potential and cell death. Also, during EGF-induced apoptosis there is downregulation of Bcl-xL, an anti-apoptotic protein.Expression of Bcl-xL in cells susceptible to EGF-dependent apoptosis prevents cell death. The data indicate that addition of EGF does not result in a significant release of cytochrome c from mitochondria and EGF-induced apoptosis is mainly caspase independent.