The membrane-binding matrix (MA) domain of the human immunodeficiency virus type 1 (HIV-1) structural precursor Gag (PrGag) protein oligomerizes in solution as a trimer and crystallizes in three dimensions as a trimer unit. A number of models have been proposed to explain how MA trimers might align with respect to PrGag capsid (CA) N-terminal domains (NTDs), which assemble hexagonal lattices. We have examined the binding of naturally myristoylated HIV-1 matrix (MyrMA) and matrix plus capsid (MyrMACA) proteins on membranes in vitro. Unexpectedly, MyrMA and MyrMACA proteins both assembled hexagonal cage lattices on phosphatidylserine-cholesterol membranes. Membrane-bound MyrMA proteins did not organize into trimer units but, rather, organized into hexamer rings. Our results yield a model in which MA domains stack directly above NTD hexamers in immature particles, and they have implications for HIV assembly and interactions between MA and the viral membrane glycoproteins.The N-terminal matrix (MA) domain of the human immunodeficiency virus type 1 (HIV-1) precursor Gag (PrGag) protein serves two important virus assembly functions: it helps direct PrGag to assembly sites at the plasma membrane or multivesicular body, and it interacts with the cytoplasmic domain of the viral envelope (Env) protein complex SU/TM (gp120/gp41) to facilitate the assembly of wild-type Env proteins into assembling virus particles (12,16,17,29,43,45,55,59). During PrGag translation, the N-terminal methionine of MA is replaced by the saturated, 14-carbon fatty acid myristic acid (tetradecanoic acid) through the action of the cellular enzyme N-myristoyltransferase (NMT) 9, 56). Evidence supports a myristoyl switch model for HIV, in which the MA myristate is partially buried until PrGag oligomerization, when its hydrocarbon tail is exposed, fostering membrane binding and virus assembly (5,15,22,47,49,54,56,61). Moreover, recent experiments indicate that phosphatidylinositol 4,5-bisphosphate binding to MA acts as a trigger to initiate this process (46,51). Accumulated data also imply that HIV assembly occurs not at random plasma membrane or multivesicular body sites but preferentially at cholesterol-rich regions, and cholesterol depletion can have deleterious effects on virus replication (19,24,28,41,44).Several lines of investigation have shown that MA assembles into trimers in solution. Morikawa et al. (35,36) demonstrated that bacterially expressed MA, as well as MACA proteins composed of the HIV-1 PrGag MA plus capsid (CA) domains, oligomerizes as trimers. Similarly, myristoylated MA (MyrMA) and myristoylated MACA (MyrMACA) associate as trimers in solution, and trimerization is coupled with exposure of the MA myristyl group (56). These observations are consistent with the determination that simian immunodeficiency virus and HIV MA proteins form trimers in three-dimensional (3D) crystals (23,48). Moreover, in X-ray crystal structures, the exposed basic residues of MA trimers align in a way that could mediate binding to acidic phospholipids at...