Guanine nucleotide exchange in heterotrimeric G proteins catalyzed by G protein-coupled receptors (GPCRs) is a key event in many physiological processes. The crystal structures of the GPCR rhodopsin and two G proteins as well as binding sites on both catalytically interacting proteins are known, but the temporal sequence of events leading to nucleotide exchange remains to be elucidated. We employed time-resolved near infrared light scattering to study the order in which the G␣ and G␥ C-terminal binding sites on the holo-G protein interact with the active state of the GPCR rhodopsin (R*) in native membranes. We investigated these key binding sites within mass-tagged peptides and G proteins and found that their binding to R* is mutually exclusive. The interaction of the holo-G protein with R* requires at least one of the lipid modifications of the G protein (i.e. myristoylation of the G␣ N terminus and/or farnesylation of the G␥ C terminus). A holo-G protein with a high affinity G␣ C terminus shows a specific change of the reaction rate in the GDP release and GTP uptake steps of catalysis. We interpret the data by a sequential fit model where (i) the initial encounter between R* and the G protein occurs with the G␥ subunit, and (ii) the G␣ C-terminal tail then interacts with R* to release bound GDP, thereby decreasing the affinity of R* for the G␥ subunit. The mechanism limits the time in which both C-terminal binding sites of the G protein interact simultaneously with R* to a short lived transitory state.In eukaryotes, signal transduction across cell membranes is in many cases based on the interplay between G protein-coupled receptors (GPCRs) 1 and heterotrimeric guanine nucleotide-binding proteins (G proteins, G␣␥). Binding of extracellular signaling molecules like hormones, neurotransmitters, or odorants to GPCRs triggers structural rearrangements in the receptor, such that its intracellular domain becomes competent to catalyze nucleotide exchange in the heterotrimeric G protein (1).Rhodopsin is the visual pigment in retinal rod photoreceptors, those cells responsible for seeing under dim light conditions, and is the prototypical GPCR of the large family of rhodopsin-like GPCRs. Rhodopsin's ligand, the chromophore 11-cis-retinal, is covalently bound and recognizes a photon as an extracellular signal. Within 200 femtoseconds, the energy of the photon causes cis 3 trans isomerization of the retinal, thereby triggering the conversion of inactive dark-adapted rhodopsin into the active receptor conformation (R*), which is reached after milliseconds and is capable of interacting with transducin, the G protein of the rod cell (2).High resolution structures of transducin (G t (3) and the closely related heterotrimeric G protein G i ␣ 1  1 ␥ 2 (4)) and rhodopsin (in the dark-adapted 11-cis-retinal bound state (5)) are available ( Fig. 1). However, static crystal structures alone cannot elucidate the dynamics of the receptor-G protein interaction. Previous studies have focused on identifying structural domains involv...