Inactivation of the transforming growth factor-b (TGF-b) pathway occurs often in malignancies of the gastrointestinal (GI) system. However, only a fraction of sporadic GI tumors exhibit inactivating mutations in early stages of cancer formation, suggesting that other mechanisms play a critical role in the inactivation of this pathway. Here, we show a wide range of GI tumors, including those of the stomach, liver and colon in elf þ /À and elf þ /À /Smad4 þ /À mutant mice. We found that embryonic liver fodrin (ELF), a b-Spectrin originally identified in endodermal stem/ progenitor cells committed to foregut lineage, possesses potent antioncogenic activity and is frequently inactivated in GI cancers. Specifically, E-cadherin accumulation at cell-cell contacts and E-cadherin-b-catenin-dependent epithelial cell-cell adhesion is disrupted in elf þ /À / Smad4 þ /À mutant gastric epithelial cells, and could be rescued by ectopic expression of full-length elf, but not Smad3 or Smad4. Subcellular fractionation revealed that E-cadherin is expressed mainly at the cell membrane after TGF-b stimulation. In contrast, elf þ /À /Smad4 þ /À mutant tissues showed abnormal distribution of E-cadherin that could be rescued by overexpression of ELF but not Smad3 or Smad4. Our results identify a group of common lethal malignancies in which inactivation of TGF-b signaling, which is essential for tumor suppression, is disrupted by inactivation of the ELF adaptor protein.