Guanine nucleotide dissociation stimulator (GDS) promotes the release of tightly bound GDP from various Ras superfamily proteins, including RhoA, Rac1, K-Ras, Rap1A, and Rap1B. It displays no significant sequence homology to other known exchange factors for small G-proteins. Studies are reported here of the mechanism of GDS-mediated nucleotide release from RhoA using a combination of equilibrium and stopped-flow kinetic measurements, employing fluorescent N-methylanthraniloyl (mant) derivatives of GDP and 2'-deoxyGDP. It is proposed that GDS operates by an associative displacement mechanism where stimulated nucleotide release from the Rho.mantGDP complex occurs via a transiently populated ternary complex (Rho.GDS.mantGDP). In kinetic experiments where excess GDS was mixed with the Rho.mantGDP complex, stimulated mantGDP dissociation rates of 1 s(-)(1) were measured during a single turnover, representing a 5000-fold enhancement over the intrinsic rate of mantGDP dissociation from Rho. The stable, nucleotide-free binary complex Rho.GDS was isolated. When the Rho.GDS complex was mixed with excess mantGDP, a biphasic increase in fluorescence occurred, the observed rate constants of which both reached saturating values at high mantGDP concentrations. This is compelling evidence that an isomerization of the Rho.GDS.mantGDP ternary complex is an important feature of the mechanism of nucleotide release.