Membrane binding of the myristoylated alanine-rich C kinase substrate (MARCKS) requires both its myristate chain and basic "effector" region. Previous studies with a peptide corresponding to the effector region, MARCKS-(151-175), showed that the 13 basic residues interact electrostatically with acidic lipids and that the 5 hydrophobic phenylalanine residues penetrate the polar head group region of the bilayer. Here we describe the kinetics of the membrane binding of fluorescent (acrylodan-labeled) peptides measured with a stopped-flow technique. Even though the peptide penetrates the polar head group region, the association of MARCKS-(151-175) with membranes is extremely rapid; association occurs with a diffusion-limited association rate constant. For example, k on ؍ 10 11 M ؊1 s ؊1 for the peptide binding to 100-nm diameter phospholipid vesicles. As expected theoretically, k on is independent of factors that affect the molar partition coefficient, such as the mole fraction of acidic lipid in the vesicle and the salt concentration. The dissociation rate constant (k off ) is ϳ10 s ؊1 (lifetime ؍ 0.1 s) for vesicles with 10% acidic lipid in 100 mM KCl. Ca 2؉ -calmodulin (Ca 2؉ ⅐CaM) decreases markedly the lifetime of the peptide on vesicles, e.g. from 0.1 to 0.01 s in the presence of 5 M Ca 2؉ ⅐CaM. Our results suggest that Ca 2؉ ⅐CaM collides with the membrane-bound MARCKS-(151-175) peptide and pulls the peptide off rapidly. We discuss the biological implications of this switch mechanism, speculating that an increase in the level of Ca 2؉ -calmodulin could rapidly release phosphatidylinositol 4,5-bisphosphate that previous work has suggested is sequestered in lateral domains formed by MARCKS and MARCKS-(151-175).The myristoylated alanine-rich C kinase substrate (MARCKS), 1 a major substrate of protein kinase C in many cell types, is essential for brain development (1). Although the exact function of MARCKS is not known, this peripheral protein binds to calmodulin (2) and actin (3) and may play a role in secretion, membrane trafficking, and cell motility (reviewed in Refs. 4 and 5). In the plasma membranes of macrophages, MARCKS is concentrated in lateral domains (6): it colocalizes with actin filaments and protein kinase C-␣ in nascent phagosomes (7). Binding of MARCKS to either phospholipid vesicles or biological membranes requires both the insertion of its myristate chain into the hydrocarbon interior of the membrane and interaction of its basic effector region with acidic phospholipids (Refs. 8 -13; reviewed in Refs. 14 -16). Phosphorylation by protein kinase C (reviewed in Ref. 17) introduces three negatively charged phosphates into the effector region, which weakens its electrostatic interaction with acidic lipids and produces desorption of MARCKS from membranes (9 -11, 18). Ca 2ϩ -calmodulin (Ca 2ϩ ⅐CaM) binds with high (nanomolar) affinity to the effector region, producing desorption of MARCKS from both phospholipid vesicles and plasma membranes (10, 11).Several experiments suggest that a peptide corre...