Enveloped viruses form at cellular membranes of infected cells by a budding process. Soluble viral components, along with integral membrane glycoprotein spikes, assemble at highly concentrated budding sites, followed by envelopment of the viral core and fission of the membrane to create progeny virions. Much progress has been made in identifying both viral and cellular components that drive this assembly process. For example, alphavirus budding has been found to require both soluble nucleocapsid cores and envelope glycoproteins (9,25,44,45), and a specific interaction between the viral capsid protein and the cytoplasmic tail of the viral E2 glycoprotein is critical for assembly (54). In contrast, the assembly and budding of retroviruses does not require participation of envelope components, and expression of soluble Gag polyprotein in the absence of any other viral component results in efficient budding of virus-like particles (VLPs) that resemble immature virions (46). Several elements within the Gag protein sequence that are important for budding have been identified, including M domains which mediate membrane targeting (1, 31, 32), I domains which direct Gag-Gag interactions (3, 11), and L domains which recruit cellular machinery necessary for membrane fission and virus release (1, 12, 14, 34-36, 41, 43, 48, 49).The parameters that influence the budding of negativestrand RNA viruses are not as well defined. A key role is played by soluble matrix (M) proteins that bind to the inner surfaces of plasma membranes and form an electron-dense layer underlying the virion envelope. Recombinant viruses that lack M proteins have been constructed in the cases of both rabies (27) and measles (4), and in both cases budding was drastically impaired. Furthermore, VLP release has been observed from cells transfected with plasmids encoding M proteins derived from vesicular stomatitis virus (VSV) (16,21,23), Ebola virus (15,47), influenza A virus (13,22), and human parainfluenza virus type 1 (hPIV-1) (5). VLP budding has been examined quantitatively for both VSV (21) and Ebola virus (47), and in both cases budding was remarkably efficient, with Ͼ20% of the M protein released from transfected cells into the culture medium. VLP budding directed by the M proteins of influenza A virus and hPIV-1 has at this point been examined only qualitatively (5,13,22). In all of these cases, budding of particles was observed upon expression of M protein in the absence of any other viral components. However, studies with recombinant viruses, including recombinant rabies virus (26), VSV (40), influenza A virus (20), and the paramyxoviruses Sendai virus (10) and simian virus 5 (SV5) (39) suggest that M proteins may not be sufficient to direct normal budding of a virus, since truncations or sequence alterations to glycoprotein cytoplasmic tails resulted in poor budding, despite the presence of unmodified matrix protein. SV5, like other paramyxoviruses, consists of a core of genomic RNA encapsidated by nucleocapsid (NP) protein that