Although caveolin-1 is thought to facilitate the interaction of receptors and signaling components, its role in epidermal growth factor receptor (EGFR) signaling remains poorly understood. Ganglioside GM3 inhibits EGFR autophosphorylation and may thus affect the interaction of caveolin-1 and the EGFR. We report here that endogenous overexpression of GM3 leads to the clustering of GM3 on the cell membrane of the keratinocyte-derived SCC12 cell line and promotes co-immunoprecipitation of caveolin-1 and GM3 with the EGFR. Overexpression of GM3 does not affect EGFR distribution but shifts caveolin-1 to the detergent-soluble, EGFR-containing region; consistently, caveolin-1 is retained in the detergent-insoluble membrane when ganglioside is depleted. GM3 overexpression inhibits EGFR tyrosine phosphorylation and receptor dimerization and concurrently increases both the content and tyrosine phosphorylation of EGFR-associated caveolin-1, providing evidence that tyrosine phosphorylation of caveolin-1 inhibits EGFR signaling. Consistently, depletion of ganglioside both increases EGFR phosphorylation and prevents the EGF-induced tyrosine phosphorylation of caveolin-1. GM3 also induces delayed serine phosphorylation of EGFR-unassociated caveolin-1, suggesting a role for serine phosphorylation of caveolin-1 in regulating EGFR signaling. These studies suggest that GM3 modulates the caveolin-1/EGFR association and is critical for the EGF-induced tyrosine phosphorylation of caveolin-1 that is associated with its inhibition of EGFR activation.The plasma membrane of eukaryotic cells is not uniform and instead is composed of microdomains or rafts, highly dynamic lateral assemblies composed of glycosphingolipids and cholesterol. One form of these rafts, caveolae, has been distinguished ultrastructurally by its invaginated shape and by the presence of caveolin-1, the major structural protein of caveolae. These caveolin-containing rafts are insoluble in both nonionic detergents, such as Triton X-100, and in sodium carbonate at alkaline pH and can be isolated as low density fractions by sucrose density gradient. Although caveolae have been implicated as sites at which receptors and signaling molecules interact (1, 2), signaling also occurs at noninvaginated rafts, devoid of caveolin-1 but enriched in glycosphingolipids (3-5). In addition, caveolin-1 may also exist in lipid rafts without caveolae (6). The distinction between lipid rafts and caveolae and the attribution of specific biologic functions and signaling pathways to one or the other remains confusing in the literature (7).Caveolae have been proposed to be the site of epidermal growth factor receptor (EGFR) 1 signaling, including EGFR autophosphorylation, based largely on the demonstration that caveolin-1 and EGFR both co-localize to low density, carbonateinsoluble membrane regions (8 -11). However, caveolin-1 and EGFR can be separated by differences in solubility in nonionic detergent, with EGFR restricted to the detergent-soluble high buoyancy, low density membrane regions (1...