Kinetic interactions of -lactam antibiotics such as penicillin-G and cefotaxime with normal, penicillin-susceptible PBP2x from Streptococcus pneumoniae and a penicillin-resistant PBP2x (PBP2x R ) from a resistant clinical isolate (CS109) of the bacterium have been extensively characterized using electrospray mass spectrometry coupled with a fast reaction (quench flow) technique. Kinetic evidence for a two-step acylation of PBP2x by penicillin-G has been demonstrated, and the dissociation constant, K d of 0.9 mM, and the acylation rate constant, k 2 of 180 s ؊1 , have been determined for the first time. The millimolar range K d implies that the -lactam fits to the active site pocket of the penicillinsensitive PBP rather poorly, whereas the extremely fast k 2 value indicates that this step contributes most of the binding affinity of the -lactam. R comes from the decreased (ϳ300-fold) k 2 . Kinetic studies of cefotaxime acylation of the two PBP2x proteins confirmed all of the above findings. Deacylation rate constants (k 3 ) for the third step of the interactions were determined to be 8 ؋ 10 ؊6 s ؊1 for penicilloyl-PBP2x and 5.7 ؋ 10 ؊4 s ؊1 for penicilloylPBP2x R , corresponding to over 70-fold increase of the deacylation rate for the resistant PBP2x R . Similarly, over 80-fold enhancement of the deacylation rate was found for cefotaxime-PBP2x R complex (k 3 ؍ 3 ؋ 10 ؊4 s ؊1 ) as compared with that of cefotaxime-PBP2x complex (3.5 ؋ 10 ؊6 s ؊1 ). This is the first time that such a significant increase of k 3 values was found for a -lactamresistant penicillin-binding protein. These data indicate that the deacylation step also plays a role, which is much more important than previously thought, in PBP2x R resistance to -lactams.Penicillin-binding proteins (PBPs) 1 are enzymes involved in the final reactions of bacterial peptidoglycan synthesis and are the targets of -lactam antibiotics, which exert their action by acylating an active site serine of PBPs (1-4). Streptococcus pneumoniae, a major human pathogen of the upper respiratory tract, contains five high molecular mass (HMM, with molecular mass over 60 kDa), essential PBPs (5-7). Among them, PBP2x and PBP2b have been identified as the primary -lactam resistance determinants based on genetic and biochemical evidence (6, 8 -10). Such resistance in PBP2x is largely because of the development of altered or mosaic forms of the PBP as a result of mutation, genetic exchange, and recombinational events (11,12). Kinetic interaction of PBPs with -lactams has been a subject of investigation since the elucidation of these proteins as the targets of the -lactam antibiotics (1, 13-15). Such studies may shed light on the mechanism of action and resistance at the molecular or enzymatic level, which should help in the design of better -lactams or non--lactam PBP inhibitors to confront bacterial resistance to -lactam antibiotics. It is generally accepted that the interaction of a -lactam (I) with a PBP follows a three-step reaction mechanism (13) as shown in Scheme ...