Activation of Raf-1 by Ras requires recruitment to the membrane as well as additional phosphorylations, including phosphorylation at serine 338 (Ser-338) and tyrosine 341 (Tyr-341). In this study we show that Tyr-341 participates in the recruitment of Raf-1 to specialized membrane domains called "rafts," which are required for Raf-1 to be phosphorylated on Ser-338. Raf-1 is also thought to be recruited to the small G protein Rap1 upon GTP loading of Rap1. However, this does not result in Raf-1 activation. We propose that this is because Raf-1 is not phosphorylated on Tyr-341 upon recruitment to Rap1. Redirecting Rap1 to Ras-containing membranes or mimicking Tyr-341 phosphorylation of Raf-1 by mutation converts Rap1 into an activator of Raf-1. In contrast to Raf-1, B-Raf is activated by Rap1. We suggest that this is because B-Raf activation is independent of tyrosine phosphorylation. Moreover, mutants that render B-Raf dependent on tyrosine phosphorylation are no longer activated by Rap1.The mitogen-activated protein (MAP) 1 kinase family regulates diverse physiological processes including cell growth, differentiation, and death. Activation of one of these MAP kinases (the extracellular signal-regulated kinase or ERK) is initiated by the recruitment of the MAP kinase kinase kinase Raf-1 to the small G protein Ras, a resident plasma membrane protein.The Ras family consists of three members (Ha-Ras, Ki-Ras, and N-Ras) (1) that display overlapping but distinct patterns of expression and function (2). Ras is tethered to the membrane via a carboxyl CAAX motif containing a cysteine followed by two aliphatic amino acids (A) and a carboxyl-terminal amino acid (X) that directs the attachment of a farnesyl moiety (3, 4). In addition to farnesylation, a second signal assists in correct membrane targeting. For Ha-Ras and N-Ras, this second signal is a palmitoyl moiety that is introduced on a neighboring cysteine. In Ki-Ras, this second site is a polybasic domain.