Integrin-initiated extracellular signal-regulated kinase (ERK) activation by matrix adhesion may require focal adhesion kinase (FAK) or be FAK-independent via caveolin and Shc. This remains controversial for fibroblast and endothelial cell adhesion to fibronectin and is less understood for other matrix proteins and cells. We investigated Caco-2 intestinal epithelial cell ERK activation by collagen I and IV, laminin, and fibronectin. Collagens or laminin, but not fibronectin, stimulated tyrosine phosphorylation of FAK, paxillin, and p130 cas and activated ERK1/2. Shc, tyrosine-phosphorylated by matrix adhesion in many cells, was not phosphorylated in Caco-2 cells in response to any matrix. Caveolin expression did not affect Caco-2 Shc phosphorylation in response to fibronectin. FAK, ERK, and p130 cas tyrosine phosphorylation were activated after 10-min adhesion to collagen IV. FAK activity increased for 45 min after collagen IV adhesion and persisted for 2 h, while p130 cas phosphorylation increased only slightly after 10 min. ERK activity peaked at 10 min, declined after 30 min, and returned to base line after 1 h. Transfection with FAK-related nonkinase, but not substrate domain deleted p130 cas , strongly inhibited ERK2 activation in response to collagen IV, indicating Caco-2 ERK activation is at least partly regulated by FAK.Cell-matrix interactions activate extracellular signal-regulated kinases (ERKs) 1 in several cell types (1-5). Integrins, the principal cellular receptors for the extracellular matrix, have been theorized to initiate this activation by at least two different pathways. In one proposed mechanism, ␣ 5  1 integrin activation activates ERK1 and -2 via association of Src with tyrosine-phosphorylated focal adhesion kinase (FAK) and subsequent activation of the Ras/Raf/MAP kinase kinase (MEK) pathway (6, 7). In contrast, a FAK-independent mechanism has been described for ␣ 1  1 , ␣ 5  1 , and ␣ v  3 integrins. In this pathway, extracellular matrix activates ERK via association of these integrins with the integral membrane protein caveolin and subsequent tyrosine phosphorylation of the adaptor protein Shc by the tyrosine kinase Fyn in some cell types (8,9). Other studies have also indicated Ras and FAK-independent activation of ERK in response NIH 3T3 cell adhesion to fibronectin (10, 11). Much of this work has focused on fibroblast and endothelial cell lines adherent to fibronectin. Less is known about mechanisms of ERK activation in other cell types or initiated by other matrix proteins such as collagens or laminin.Intestinal epithelial cells in vivo exist on a basement membrane rich in laminin and type IV collagen, while type I collagen and tissue fibronectin are present in the interstitial matrix below the basement membrane. Several investigators, including our own group, have described regulation of intestinal epithelial cell adhesion, spreading, migration, and brush border enzyme activity on these matrix proteins (Refs. 12-18; reviewed in Refs. 19 -23). While in vivo and in vitro studies...