Abstract BAL27862 is a synthetic small molecule that induces tumor cell apoptosis due to inhibition of tubulin polymerization via a potentially new mechanism of action. Administered as the prodrug BAL101553, BAL27862 is currently undergoing Phase I evaluation in advanced cancer patients. We have previously demonstrated that BAL27862 retains activity in a broad panel of MDR1(+) and MDR1(−) human breast and ovarian cancer cell variants selected for resistance to taxanes (Abstract 4412, AACR 2010). In this current study, we established five variants selected for stable drug resistance in cell lines from human lung cancer (H460 and A549), acute T-cell leukemia (Jurkat), ovarian cancer (SK-OV-3) and cervical cancer (HeLa). These variants are approximately 3- to 24-fold resistant to BAL27862. The resistance is not transporter mediated, with no activation of ABCB1 (MDR1/P-glycoprotein) following drug selection, no change in activity in cells co-incubated with known P-glycoprotein inhibitors (PSC-833, 2 μM) and no difference in either accumulation or retention of [14C]-BAL27862 relative to parental controls. Tubulin polymerization assays indicated a higher proportion of tubulin in the polymerized fraction from resistant lines, indicating microtubule stabilization. Consistently, most lines exhibited increased sensitivity to microtubule stabilizers (e.g. resistance factors [RF = antiproliferative IC50 resistant line/parental line] for paclitaxel: H460=0.4; Jurkat=0.7). Strikingly, differential responses to standard microtubule-destabilizing agents were evident. For example, RFs for Jurkat cells were lower for both vincristine (2.5) and colchicine (10) as compared to BAL27862 (24); whereas, similar RFs were measured in SK-OV-3 (3, 5 and 4, respectively). Finally, relative to parental controls, altered tubulin isoform content was observed in some BAL27862-selected lines, but elevated CDKN1A (p21) protein expression was observed in 4 out of 5 of the resistant variants (SK-OV-3, H460, A549 and HeLa). Q-PCR analysis indicated an associated elevation in p21 mRNA levels only in lines with enhanced protein expression. As aberrant p21 expression has been previously related to poor prognosis and chemotherapy resistance in cancer patients, the potential of using this biomarker to support patient stratification efforts in future trials is worthy of further study. The functional significance of p21 to the resistance phenotype, and other key alterations identified through more detailed genomic profiling (Stanford's HEEBO microarrays), will be studied by gene transfer and gene silencing experiments. Citation Format: {Authors}. {Abstract title} [abstract]. In: Proceedings of the AACR-NCI-EORTC International Conference: Molecular Targets and Cancer Therapeutics; 2011 Nov 12-16; San Francisco, CA. Philadelphia (PA): AACR; Mol Cancer Ther 2011;10(11 Suppl):Abstract nr C29.