Ability of the cells to migrate is determined by environmental cues, including growth factors, cytokines, and extracellular matrix (Le and Carlier, 2008). Interplay between these molecules results in activation of receptor tyrosine kinases and integrins via outside-in signaling, thus activating an array of intracellular pathways that regulate the ability of cells to migrate via inside-out signaling (Arnaout et al., 2007). Cell migration is essential for embryonic development, inflammation, tissue remodeling, neovascularization, and tumor invasion (Lauffenburger and Horwitz, 1996; Ridley, 2004; Cernuda-Morollon and Ridley, 2006). Regulation of directionality and velocity of cell migration is a complex process that depends upon formation of membrane protrusions termed as lamellipodia at the leading edge of the cell. These protrusions propel forward advancement of the cell, forming adhesion complexes with the migratory substrate and coordinating cytoskeletal dynamics (Lauffenburger and Horwitz, 1996; Ridley, 2004; Prass et al., 2006). Integrins then link the extracellular matrix with large bundles of intracellular microfilaments that form prominent stress fibers (Calderwood et al., 2000), followed by formation of actin-based structures such as microspikes and membrane ruffles resulting in cell spreading and migration (Jin and Wang, 2007). Considerably less is known about the mechanism of integrin activation via growth factor-mediated inside-out signaling and how extracellular matrix acts as an insoluble extracellular agent capable of inducing the assembly of these same structures when cells are plated on a matrix. Previous studies have established the association of Akt with actin cytoskeleton and have implicated its importance in the cytoskeletal organization (Guo et al., 2006; Vandermoere et al., 2007). Deficiency of Akt1, the predominant Akt isoform in endothelial cells and fibroblasts, resulted in impaired fibronectin matrix assembly by fibroblasts in vitro (Somanath et al., 2006, 2007) and impaired collagen and laminin assembly in skin and blood vessels in vivo, resulting in loose skin and leaky blood vessels (Chen et al., 2005; Somanath et al., 2008). Our studies also showed that Akt1 is necessary for angiogenesis and vascular maturation in tumor and wound healing models (Chen et al., 2005; Somanath et al., 2008). One of the major reasons we identified for these defects was the impaired inside-out activation of integrins αvβ3 and α5β1 in Akt1−/− vascular cells, thus resulting in impaired adhesion and migration of endothelial cells and fibroblasts on various matrix proteins (Somanath et al., 2007). Rho family of small GTPases such as RhoA, Rac1, and cdc42 is poised to contribute to the integrin-mediated events that control cytoskeletal changes involved in fibroblast morphology during adhesion, spreading, migration, and extracellular matrix assembly (Linseman and Loucks, 2008). Activation of RhoA stimulates microfilament bundling in serum-starved cells that are already in adherent condition (Linseman and Loucks, 2008). While activated cdc42 controls the extension of actin spikes to form the filopodia, activation of Rac1 triggers growth factor stimulated membrane ruffling and formation of lamellipodia (Linseman and Loucks, 2008). A previous study reports the importance of Akt in the activation of Rho family of GTPase member Rac (Pankov et al., 2005). Our observation that integrin activation, adhesion, and migration of Akt1−/− endothelial cells and fibroblasts on matrix proteins is impaired, we hypothesized that Akt1 is responsible for the growth factor mediated activation of one or more of the Rho family of small GTPase, necessary for the cytoskeletal organization and development of lamellipodia in vascular cells. Hence, in order to prove our hypothesis, we studied the ability of Akt1 to regulate growth factor stimulated lamellipodia formation, actin cytoskeletal assembly, and translocation as well as activation of Rho GTPase in endothelial cells and fibroblasts. Efforts were also made to study its importance in the regulation of adhesion to fibronectin and mediate fibronectin matrix assembly. We find that modulation of Akt1 activity has a profound effect on modulation of 14-3-3β-Rac1-p21 activated kinase (Pak) signaling, in turn, regulating lamellipodia formation, adhesion to fibronectin and fibronectin assembly. Moreover, the defect in adhesion and fibronectin matrix assembly by Akt1−/− fibroblasts was rescued by restoring active Rac1-Pak signaling. Altogether, we provide a novel mechanism regulated by Akt1 in growth factor stimulated endothelial and fibroblast lamellipodia formation and fibronectin matrix assembly.