The synthetic triterpenoid 2-cyano-3,12-dioxooleana-1,9-dien-28-oic acid (CDDO) is a novel anticancer agent that induces apoptosis in tumor cells. The cytotoxic stress underpinning CDDO-induced apoptosis has not been established. This study compared and contrasted the effects of CDDO on COLO 16 human skin cancer cells and their respiration-deficient ( 0 ) clones to elucidate the stress signal responsible for initiating apoptosis. CDDO promoted apoptosis in COLO 16 cells in a doseand time-dependent manner. The 0 clones appeared to be more sensitive to CDDO-induced apoptosis implying that the disruption of mitochondrial respiration was not directly associated with triggering cell death. After a 4-h exposure to CDDO, mitochondrial inner transmembrane potential-sensitive dyes revealed mitochondrial hyperpolarization in the COLO 16 cells and mitochondrial depolarization in the 0 clones. Electron microscopy illustrated that this exposure also promoted mitochondrial condensation, endoplasmic reticulum dilation, and chromatin condensation in the COLO 16 cells. Endoplasmic reticulum dilation and chromatin condensation were also observed in the 0 clones, but the mitochondria in these cells were markedly swollen implying that the disruption of intracellular Ca 2؉ homeostasis was associated with cell death. A Ca 2؉ -sensitive dye confirmed that CDDO increased cytoplasmic free Ca Triterpenoids derived from plants are used for medicinal purposes in many Asian countries and have been reported to have anticancer activity (1). Many of the plant-derived triterpenoids are considered weak anti-inflammatory and/or anticancer agents, which has encouraged the identification of novel synthetic analogues with greater potency (2). One such analogue, 2-cyano-3,12-dioxooleana-1,9-dien-28-oic acid (CDDO), 1 has gained recognition as a promising cancer chemopreventive and therapeutic agent (3). In vitro studies have shown that nanomolar concentrations of CDDO can inhibit the proliferation of various human tumor cell types (3, 4), suppress the activity of inflammatory cytokines such as interferon-␥, interleukin-1, and tumor necrosis factor (2, 3), and inhibit the induction of inflammatory mediators such as cyclooxygenase-2 and nitric oxide synthase (2, 3). More recently, low micromolar concentrations (Յ10 M) of CDDO have been shown to induce apoptosis in human myeloid (5, 6) and lymphocytic leukemia cells (7), osteosarcoma cells (8), and breast cancer cells (4).Apoptosis is the mechanism utilized by metazoans to eliminate redundant or potentially deleterious cells and is considered an essential process for regulating tissue homeostasis. Apoptosis induction is arguably the most potent defense against cancer making it a desirable end point for both chemoprevention (9) and chemotherapy (10). Apoptosis is a relatively linear process. It is triggered by an initiation phase that is highly varied depending on cell type and the underlying stress stimulus (e.g. oxidative stress, DNA damage, ion fluctuations, and cytokines). This is followed by an effe...