The exact mechanism of the spatial organization of the insulin signaling pathway leading to nuclear events remains unknown. Here, we investigated the involvement of the actin cytoskeleton in propagation of insulin signaling events leading to DNA synthesis and expression of the immediate early genes c-fos and c-jun in L6 muscle cells. Insulin reorganized the cellular actin network and increased the rate of DNA synthesis and the levels of c-fos mRNA, but not those of c-jun mRNA, in undifferentiated L6 myoblasts. Similarly, insulin markedly elevated the levels of c-fos mRNA but not of c-jun mRNA in differentiated L6 myotubes. Disassembly of the actin filaments by cytochalasin D, latrunculin B, or botulinum C2 toxin significantly inhibited insulin-mediated DNA synthesis in myoblasts and abolished stimulation of c-fos expression by the hormone in myoblasts and myotubes. Actin disassembly abolished insulin-induced phosphorylation and activation of extracellulor signalregulated kinases, activation of a 65-kda member of the p21-activated kinases, and phosphorylation of p38 mitogen-activated protein kinases but did not prevent activation of phosphatidylinositol 3-kinase and p70S6k . Under these conditions, insulin-induced Ras activation was also abolished, and Grb2 association with the Src and collogen homologous (Shc) molecule was inhibited without inhibition of the tyrosine phosphorylation of Shc. We conclude that the actin filament network plays an essential role in insulin regulation of Shc-dependent signaling events governing gene expression by facilitating the interaction of Shc with Grb2.The signaling pathways initiated by insulin are complex and involve a cascade of adaptor molecules, as well as protein-and lipid-regulated kinases and phosphatases that mediate the nuclear effects of the hormone (1-3). However, little is currently known regarding the nature of the organization of the signaling cascades regulated by insulin or of the physical interactions of these pathways with intracellular structures, which may facilitate communication between molecules. Although the actin filament network is a particularly attractive candidate to participate in the spatial organization of signal transduction, its role in the regulation of the insulin signaling cascade remains to be elucidated.Binding of insulin to its receptor leads to tyrosine phosphorylation of two classes of adaptor molecules, the insulin receptor substrates (IRS) 1 and the Src and collagen homologous proteins (Shc) (1-3). Phosphorylated tyrosine residues on these molecules act as docking sites where proteins containing Src homology-2 domains bind and thereby become activated. Tyrosine-phosphorylated IRS molecules bind and activate phosphatidylinositol 3-kinase (PI 3-kinase), leading in turn to activation of downstream molecules such as the ribosomal p70 S6 kinase (p70 S6k ) (1-3). Tyrosine phosphorylation of Shc by the insulin receptor initiates a major branch of the insulin signaling cascade; phosphorylated Shc binds Grb2, a small Src homology-2-containin...