The superoxide-generating NADPH oxidase is converted to an active state by the assembly of a membrane-localized cytochrome b 559 with three cytosolic components: p47 phox , p67 phox , and GTPase Rac1 or Rac2. Assembly involves two sets of protein-protein interactions: among cytosolic components and among cytosolic components and cytochrome b 559 within its lipid habitat. We circumvented the need for interactions among cytosolic components by constructing a recombinant tripartite chimera (trimera) consisting of the Phox homology (PX) and Src homology 3 (SH3) domains of p47 phox , the tetratricopeptide repeat and activation domains of p67 phox , and full-length Rac1. Upon addition to phagocyte membrane, the trimera was capable of oxidase activation in vitro in the presence of an anionic amphiphile. The trimera had a higher affinity (lower EC 50 ) for and formed a more stable complex (longer half-life) with cytochrome b 559 compared with the combined individual components, full-length or truncated. Supplementation of membrane with anionic but not neutral phospholipids made activation by the trimera amphiphile-independent. Mutagenesis, truncations, and domain replacements revealed that oxidase activation by the trimera was dependent on the following interactions: 1) interaction with anionic membrane phospholipids via the polybasic stretch at the C terminus of the Rac1 segment; 2) interaction with p22 phox via Trp 193 in the N-terminal SH3 domain of the p47 phox segment, supplementing the electrostatic attraction; and 3) an intrachimeric bond among the p67 phox and Rac1 segments complementary to their physical fusion. The PX domain of the p47 phox segment and the insert domain of the Rac1 segment made only minor contributions to oxidase assembly.Phagocytes produce reactive oxygen radicals, part of their microbicidal arsenal, by means of a tightly regulated enzyme complex commonly referred to as NADPH oxidase. At the origin of all oxygen radicals is the superoxide anion (O 2 . ), generated by the NADPH-derived one-electron reduction of molecular oxygen. The O 2 . -generating NADPH oxidase complex (briefly "oxidase") consists of a membrane-associated flavocytochrome (cytochrome b 559 ) comprising two subunits (gp91 phox and p22 phox ) and four cytosolic components (p47 phox , p67 phox , p40 phox , and small GTPase Rac1 or Rac2) (reviewed in Refs. 1-3). Electron flow from NADPH to oxygen occurs along three redox stations, all of which are located on gp91 phox : the NADPH-binding site, FAD, and two non-identical hemes. It is assumed that initiation of electron flow is the consequence of a conformational change in gp91 phox induced by its interaction with p67 phox . The region in p67 phox presumed to be involved in such interaction is known as the "activation domain" and consists of residues 199 -210 (4). It has been suggested that the roles of p47 phox and Rac are to serve as carriers of p67 phox to the membrane or as membrane anchors for p67 phox to enable the correct juxtaposing of the activation domain on p67 phox t...