Insulin provokes rapid changes in phospholipid metabolism and thereby generates biologically active lipids that serve as intracellular signaling factors that regulate glucose transport and glycogen synthesis. These changes include: (i) activation of phosphatidylinositol 3-kinase (Pl3K) and production of PIP3; (ii) PIP3-dependent activation of atypical protein kinase Cs (PKCs); (iii) PIP3-dependent activation of PKB; (iv) Pl3K-dependent activation of phospholipase D and hydrolysis of phosphatidytcholine with subsequent increases in phosphatidic acid (PA) and diacylglycerol (DAG); (v) Pl3K-independent activation of glycerol-3-phosphate acylytansferase and increases in de nova synthesis of PA and DAG; and (vi) activation of DAG-sensitive PKCs, Recent findings suggest that atypical PKCs and PKB serve as important positive regulators of insulin-stimulated glucose metabolism, whereas mechanisms that result in the activation of DAG-sensitive PKCs serve mainly as negative regulators of insulin signaling through Pl3K, Atypical PKCs and PKB are rapidly activated by insulin in adipocytes, liver, skeletal muscles, and other cell types by a mechanism requiring Pl3K and its downstream effector, 3-phosphoinositide-dependent protein kinase-1 (PDK-1), which, in conjunction with PIP,, phosphorylates critical threonine residues in the activation loops of atypical PKCs and PKB, PIP3 also promotes increases in autophosphorylation and allosteric activation of atypical PKCs, Atypical PKCs and perhaps PKB appear to be required for insulin-induced translocation of the GLUT 4 glucose transporter to the plasma membrane and subsequent glucose transport. PKB also appears to be the major regulator of glycogen synthase, Together: atypical PKCs and PKB serve as a potent, integrated Pl3K/PDK-1-directed signaling system that is used by insulin to regulate glucose metabolism.