Cell adhesion and motility depend on dynamic responses of the cytoskeleton that are regulated by the precise coordination and integration of multiple signaling cascades transmitting various extracellular signals. Central to many of these processes is a remodelling of the actin cytoskeleton, which requires the coordinated activity of specific actin-binding proteins together with numerous additional cytoskeletal and signaling molecules, such as kinases and GTPases. Extracellular signals that trigger changes in the actin cytoskeleton resulting in altered cell adhesion and motility have been described, and the signaling receptors involved are known. In many cases these belong to the family of receptor tyrosine kinases (RTKs) with prominent examples being the receptors for epidermal growth factor, ephrins and insulin (for reviews, see Heldin, 1996;Schlessinger, 2000;Ullrich and Schlessinger, 1990). Owing to its importance in cellular adhesion and cell motility, RTK signaling and its deregulation are also critically involved in tumorigenesis.Activation of the insulin receptor, in addition to initiating a wide range of metabolic and nuclear responses, elicits changes in the Factin distribution, manifesting in increased membrane ruffling, dispersion of focal adhesion proteins and a loss of cell-substratum contact (Moller et al., 1995;Tsakiridis et al., 1999). A number of substrates of the insulin receptor participating in the regulation of these responses have been described, including the insulin receptor substrate p53, a multidomain scaffolding protein implicated in filopodium and lamellipodium formation (Govind et al., 2001;Miki et al., 2000). However, many signaling intermediates and the respective pathways involved in mediating cell morphology changes and loss in substrate adhesion following insulin receptor stimulation remain to be elucidated.Cells overexpressing the insulin receptor have been introduced as model systems to study tyrosine-kinase-based signaling because