In response to various stresses, p53 is rapidly activated and transcriptionally regulates a number of target genes by which p53 modulates a variety of cellular activities. The transcriptional activity of p53 is delicately regulated by a plethora of cellular factors, independently or synergistically, in multiple ways in order to achieve a specific response. This article reviewed the role of the basal transcriptional machinery, co-activators, and co-repressors involved in p53-dependent transcription, and the underlying mechanism by which the p53 transcriptional activity is regulated. We also discussed some potentially interesting questions and future directions in the field. © 2005 Wiley-Liss, Inc.