Binding of human immunodeficiency virus type 1 (HIV-1) envelope glycoprotein (Env) with the primary receptor CD4 and one of two coreceptors, CXCR4 or CCR5, activates a signaling cascade resulting in Rac-1 GTPase activation and stimulation of actin cytoskeletal reorganizations critical for HIV-1-mediated membrane fusion. The mechanism by which HIV-1 Env induces Rac-1 activation and subsequent actin cytoskeleton rearrangement is unknown. In this study, we show that Env-mediated Rac-1 activation is dependent on the activation of G␣ q and its downstream targets. Fusion and Rac-1 activation are mediated by G␣ q and phospholipase C (PLC), as shown by attenuation of fusion and Rac-1 activation in cells either expressing small interfering RNA (siRNA) targeting G␣ q or treated with the PLC inhibitor U73122. Rac-1 activation and fusion were also blocked by multiple protein kinase C inhibitors, by inhibitors of intracellular Ca 2؉ release, by Pyk2-targeted siRNA, and by the Ras inhibitor S-trans,trans-farnesylthiosalicylic acid (FTS). Fusion was blocked without altering cell viability or cell surface localization of CD4 and CCR5. Similar results were obtained when cell fusion was induced by Env expressed on viral and cellular membranes and when cell lines or primary cells were the target. Treatment with inhibitors and siRNA specific for G␣ i or G␣ s signaling mediators had no effect on Env-mediated Rac-1 activation or cell fusion, indicating that the G␣ q pathway alone is responsible. These results could provide a new focus for therapeutic intervention with drugs targeting host signaling mediators rather than viral molecules, a strategy which is less likely to result in resistance.Entry of human immunodeficiency virus type 1 (HIV-1) is mediated by sequential binding of the trimeric HIV envelope glycoprotein (Env) to CD4 and one of two primary chemokine coreceptors, CXCR4 or CCR5. This binding triggers a series of conformational changes in Env that expose the fusion peptide, which then induces the merger of viral or infected cell membranes with target membranes (14,24,53). The HIV-1 Env interaction with CD4 and a coreceptor also stimulates various intracellular signaling events similar to those initiated by their natural ligands, such as phosphorylation of Pyk2, Ca 2ϩ mobilization, activation of RhoGTPases, and actin cytoskeleton rearrangements (15,20,36,37,48,51,53). Actin cytoskeletal remodeling and RhoGTPases play a central role in regulating fusion of biological membranes (13,22). In the case of HIV-1-induced membrane fusion, activation of the RhoGTPase Rac-1 and subsequent actin cytoskeletal reorganizations are required for efficient virus entry and infection (29, 48). The exact mechanism of Env-induced Rac-1 activation that mediates actin cytoskeletal rearrangements and induces membrane fusion has not been investigated.Binding of both CD4 and the coreceptors elicits signaling pathways that result in Rac-1 activation. However, previous results suggest that Env-induced Rac-1 activation is mediated via the coreceptor rat...