Syncytia arising from the fusion of cells expressing a lymphotropic human i
mmunodeficiency virus (HIV)-1-encoded envelope glycoprotein complex (Env) g
ene with cells expressing the CD4/CXCR4 complex undergo apoptosis through a
mitochondrion-controlled pathway initiated by the upregulation of Bax. In
syncytial apoptosis, phosphorylation of p53 on serine 15 (p53S15) precedes
Bax upregulation, the apoptosis-linked conformational change of Bax, the in
sertion of Bax in mitochondrial membranes, subsequent release of cytochrome
c, caspase activation, and apoptosis. p53S15 phosphorylation also occurs i
n vivo, in HIV-1(+) donors, where it can be detected in preapoptotic and ap
optotic syncytia in lymph nodes, as well as in peripheral blood mononuclear
cells, correlating with viral load. Syncytium-induced p53S15 phosphorylati
on is mediated by the upregulation/activation of mammalian target of rapamy
cin (mTOR), also called FKBP12-rapamycin-associated protein (FRAP), which c
oimmunoprecipitates with p53. Inhibition of mTOR/FRAP by rapamycin reduces
apoptosis in several paradigms of syncytium-dependent death, including in p
rimary CD4(+) lymphoblasts infected by HIV-1. Concomitantly, rapamycin inhi
bits p53S15 phosphorylation, mitochondrial translocation of Bax, loss of th
e mitochondrial transmembrane potential, mitochondrial release of cytochrom
e c, and nuclear chromatin condensation. Transfection with dominant negativ
e p53 has a similar antiapoptotic action as rapamycin, upstream of the Bax
upregulation/translocation. In summary, we demonstrate that phosphorylation
of p53S15 by mTOR/FRAP plays a critical role in syncytial apoptosis driven
by HIV-1 Env.