HIV-1-specific CD8+ T cell responses play an important role in the control over viral replication. Under persistent antigenic stimulation virus-specific CD8+ T cell become increasingly dysfunctional and upregulate several inhibitory molecules. The interaction and co-regulation of these molecules is largely unknown. The gastrointestinal associated lymphoid tissue (GALT) is one of the major sites of viral replication. Despite a substantial infiltration and expansion of HIV-1-specific CD8+ T cells in the GALT, viral replication appears to be more active in the GALT than in other body compartments. Here we show a distinct mechanism of inhibition of HIV-1-specific CD8+ T cells by soluble epithelial adhesion molecules with increasing viral loads in chronic HIV-1 infection.