This study utilized Fos expression to map the distribution of activated cells in brainstem areas following masculine sexual behavior. Males displaying both appetitive and consumatory sexual behaviors (Cop) were compared to animals prevented from copulation (NC) and to socially isolated (SI) animals. Following copulation, Fos was preferentially augmented in the caudal ventral medulla (CVM), a region mediating descending inhibition of penile reflexes, and which may be regulated by a forebrain circuit that includes the medial preoptic area (MPOA). Copulation-induced Fos was observed in the medial divisions of both the dorsal cochlear nucleus (DC) and trapezoid bodies (Tz), areas which are part of a circuit processing auditory information. In addition, the medullary linear nucleus (Li) displayed comparable amounts of Fos in Cop and NC as compared to the SI animals. Other regions of the pontomedullary reticular system, which may mediate sleep and arousal, did not exhibit Fos expression associated with consumatory sexual behavior. We suggest that Fos is associated with the inhibition of sexual behavior following ejaculation in the CVM, and that auditory information arising from the DC and Tz is combined with copulation-related sensory information in the subparafasicular nucleus and projected to the hypothalamus. In addition, equal amounts of Fos expression observed in the Li in both the Cop and NC animals suggests that this region is involved in sexual arousal. Overall, the data suggest that processing by brainstem nuclei directly contributes to the regulation of mating behavior in male rats.