Although C-terminal Src kinase (CSK)-homologous kinase (CHK) is generally believed to inactivate Src-family tyrosine kinases (SFKs) by phosphorylating their consensus C-terminal regulatory tyrosine (Tyr T ), exactly how CHK inactivates SFKs is not fully understood. Herein, we report that in addition to phosphorylating Tyr T , CHK can inhibit SFKs by a novel non-catalytic mechanism. First, CHK directly binds to the SFK members Hck, Lyn, and Src to form stable protein complexes. The complex formation is mediated by a non-catalytic Tyr T -independent mechanism because it occurs even in the absence of ATP or when Tyr T of Hck is replaced by phenylalanine. Second, the non-catalytic CHK-SFK interaction alone is sufficient to inactivate SFKs by inhibiting the catalytic activity of autophosphorylated SFKs. Third, CHK and Src co-localize to specific plasma membrane microdomains of rat brain cells, suggesting that CHK is in close proximity to Src such that it can effectively inactivate Src in vivo. Fourth, native CHK⅐Src complex exists in rat brain, and recombinant CHK⅐Hck complex exists in transfected HEK293T cells, implying that CHK forms stable complexes with SFKs in vivo. Taken together, our findings suggest that CHK inactivates SFKs (i) by phosphorylating their Tyr T and (ii) by this novel Tyr T -independent mechanism involving direct binding of CHK to SFKs. It has been documented that autophosphorylated SFKs can still be active, in some cases even when their Tyr T is phosphorylated. Thus, the ability of the Tyr T -independent mechanism to suppress the activity of both non-phosphorylated and autophosphorylated SFKs represents a fail-safe measure employed by CHK to down-regulate SFK signaling under all circumstances.Src-family kinases (SFKs) 1 are non-receptor protein-tyrosine kinases that participate in many cellular functions ranging from cell growth and proliferation to memory and learning (1). The kinase activity of SFKs is regulated by phosphorylation, as well as by their interaction with other cellular proteins. Among the various regulatory mechanisms, the most important are autophosphorylation of a consensus tyrosine (Tyr A ) 2 in the kinase domain and phosphorylation of a consensus regulatory tyrosine near the C terminus (Tyr T ) 2 (2, 3). Autophosphorylation of Tyr A leads to activation of SFKs (1, 4, 5). The crystal structure of the autophosphorylated kinase domain of the Srcfamily kinase Lck reveals that the phosphorylated Tyr A (Tyr(P) A ) stabilizes the active kinase domain configuration by forming ionic interactions with the conserved Arg in the catalytic loop (6). We previously reported that the Src-family member Hck could undergo autophosphorylation at a novel site (Tyr-29) 2 in the Unique domain and that autophosphorylation of Hck at Tyr-29 contributed to Hck activation (4). However, the structural basis of activation by Tyr-29 autophosphorylation is not yet known. In contrast to the activating effect of Tyr A and Hck Tyr-29 autophosphorylation, Tyr T phosphorylation results in inactivation (7). Cryst...