We have previously shown that polyamine depletion decreased migration, Rac activation, and protein serine threonine phosphatase 2A activity. We have also shown that polyamine depletion increased cortical F-actin and decreased lamellipodia and stress fibers. In this study, we used staurosporine (STS), a potent, cell-permeable, and broad-spectrum serine/ threonine kinase inhibitor, and studied migration. STS concentrations above 100 nM induced apoptosis. However, in polyamine-depleted cells, a lower concentration of STS (5 nM) increased attachment, spreading, Rac1 activation, and, subsequently, migration without causing apoptosis. STS-induced migration was completely prevented by a Rac1 inhibitor (NSC-23766) and dominant negative Rac1. These results imply that STS restores migration in polyamine-depleted cells through Rac1. The most important finding in this study was that polyamine depletion increased the association of phosphorylated myosin regulatory light chain (pThr 18 /Ser 19 -MRLC) at the cell periphery, which colocalized with thick cortical F-actin. Localization of pThr 18 -and pSer 19 -MRLC was found with stress fibers and nuclei, respectively. STS decreased the phosphorylation of cellular and peripheral pThr 18 -MRLC without any effect on nuclear pSer 19 -MRLC, dissolved thick cortical F-actin, and increased lamellipodia and stress fiber formation in polyamine-depleted cells. In control and polyaminedepleted cells, focal adhesion kinase (FAK) colocalized with stress fibers and the actin cortex, respectively. STS reorganized FAK, paxillin, and the cytoskeleton. These results suggest that polyamine depletion prevents the dephosphorylation of MRLC and thereby prevents the dynamic reorganization of the actin cytoskeleton and decreases lamellipodia formation resulting in the inhibition of migration.putrescine; ␣-difluoromethylornithine; F-actin; focal adhesion kinase; paxillin POLYAMINES [spermidine, spermine, and their diamine precursor putrescine (PUT)] are found in all tissues of almost all living species. These polyamines are organic, aliphatic, cationic amines. At physiological pH, they bind to proteins, DNA, RNA, and other negatively charged molecules to regulate diverse biological effects. The first rate-limiting step in polyamine synthesis is the production of PUT from the amino acid ornithine. This reaction is catalyzed by ornithine decarboxylase (ODC), which has one of the shortest half-lives of any mammalian enzyme and is present at extremely low levels in quiescent cells. Its activity is highly regulated to accommodate cellular function (6, 7). In our previous studies (17, 37, 46 -49), we showed that the early phase of mucosal healing due to cell migration requires polyamines and that polyamine depletion by means of treatment with ␣-difluoromethylornithine (DFMO), a specific inhibitor of ODC, inhibits migration in a rat stress ulcer model. Subsequently, we showed that the small intestinal epithelial crypt cell line IEC-6 could be used as an in vitro model to study the process of cell migration inv...