Several neurodegenerative diseases are associated with the toxicity of misfolded proteins. This toxicity must arise from a combination of the amino acid sequences of the misfolded proteins and their interactions with other factors in their environment. A particularly compelling example of how profoundly these intramolecular and intermolecular factors can modulate the toxicity of a misfolded protein is provided by the polyglutamine (polyQ) diseases. All of these disorders are caused by glutamine expansions in proteins that are broadly expressed, yet the nature of the proteins that harbor the glutamine expansions and the particular pathologies they produce are very different. We find, using a yeast model, that amino acid sequences that modulate polyQ toxicity in cis can also do so in trans. Furthermore, the prion conformation of the yeast protein Rnq1 and the level of expression of a suite of other glutamine-rich proteins profoundly affect polyQ toxicity. They can convert polyQ expansion proteins from toxic to benign and vice versa. Our work presents a paradigm for how a complex, dynamic interplay between intramolecular features of polyQ proteins and intermolecular factors in the cellular environment might determine the unique pathobiologies of polyQ expansion proteins.huntingtin ͉ Huntington's disease ͉ protein misfolding ͉ yeast A variety of human diseases are characterized by the accumulation of aggregated, misfolded proteins (1, 2). In some cases, such as cystic fibrosis, disease is caused by the loss of a vital protein function due simply to this misfolding and aggregation. In other cases, however, protein misfolding creates novel, toxic properties. For example, in Alzheimer's disease, Parkinson's disease, and the polyglutamine (polyQ) disorders, misfolded proteins disrupt proper cellular function and cause cytotoxicity (3,4). In all of these diseases the amino acid sequences of the particular misfolded protein and their interactions determined by its specific environment must govern toxicity. Yet, despite intense research, we know little about these intramolecular and intermolecular factors. Without identifying and understanding these factors at a molecular level it will be difficult to devise the most effective therapeutic strategies to treat protein misfolding diseases.The polyQ diseases present a promising starting point to study this very general problem. In all of these diseases polyQ expansions constitute the molecular basis of disease (5). However, the disease pathologies (including the cell types most strongly affected) and the individual proteins that bear the disease-causing polyQ expansions are very distinct (5). Consequently, the amino acids flanking the polyQ region and the sets of cellular factors that specifically interact with each polyQ expansion protein are different. Combinations of these factors must account for their different pathobiologies. Recent studies have started to identify protein-protein and genetic interaction networks for polyQ proteins (6-8), but the current data do not yet ...