The actin-activated Mg 2؉ -ATPase and in vitro motility activities of the three Acanthamoeba myosin I isozymes depend upon phosphorylation of their single heavy chains by myosin I heavy chain kinase. Previously, the kinase had been shown to be activated by autophosphorylation, which is enhanced by acidic phospholipids, or simply by binding to purified plasma membranes in the absence of significant autophosphorylation. In this paper, we show that the rate of phosphorylation of myosin I by unphosphorylated kinase is ϳ20-fold faster when both the myosin I and the kinase are bound to acidic phospholipid vesicles than when both are soluble. This activation is not due to an increase in the local concentrations of vesicle-bound kinase and myosin I. Thus, acidic phospholipids, like membranes, can activate myosin I heavy chain kinase in the absence of significant autophosphorylation, i.e. membrane proteins are not required. Kinetic studies show that both binding of kinase to phospholipid vesicles and autophosphorylation of kinase in the absence of phospholipid increase the V max relative to soluble, unphosphorylated kinase with either an increase in the apparent K m (when myosin I is the substrate) or no significant change in K m (when a synthetic peptide is the substrate). Kinetic data showed that autophosphorylation of phospholipid-bound kinase is both intermolecular and intervesicular, and that phosphorylation of phospholipid-bound myosin I by phospholipid-bound kinase is also intervesicular even when the kinase and myosin are bound to the same vesicles. The relevance of these results to the activation of myosin I heavy chain kinase and phosphorylation of myosin I isozymes in situ are discussed.Each of the three isoforms of Acanthamoeba myosin I has a single ϳ110 -140-kDa heavy chain with an ϳ80-kDa N-terminal domain, that is highly similar in sequence to the subfragment 1 domain of conventional myosin II, and a ϳ50-kDa nonfilamentous C-terminal domain that has no sequence similarity to the C-terminal domain of conventional myosin (1, 2; for reviews, see . The N-terminal head domain contains an ATP-binding site (6) and an ATP-sensitive, F-actinbinding site (7,8), as do all myosins. The C-terminal tail domain contains an ATP-insensitive, F-actin-binding site (8 -10) and a membrane (and acidic phospholipid)-binding site (10, 11) which, thus far, appear to be unique to the myosin I family. Actin-activated Mg 2ϩ -ATPase activity is expressed in vitro only when a single serine (myosin IB and IC) or threonine (myosin IA), situated between the ATP-and actin-binding sites in the globular head (6), is phosphorylated (12, 13). The biological importance of phosphorylation of the myosin I heavy chain is evidenced by the observations (14) that ϳ80% of myosin IA and ϳ20% of myosin IB and IC are phosphorylated in situ, that the fraction of phosphorylated myosin IC associated with the contractile vacuole in situ varies with the stage of the contractile vacuole cycle (14), and that antibodies that specifically inhibit phosphorylation ...