In Sterkiella nova, ␣ and  telomere proteins bind cooperatively with single-stranded DNA to form a ternary ␣⅐⅐DNA complex. Association of telomere protein subunits is DNAdependent, and ␣- association enhances DNA affinity. To further understand the molecular basis for binding cooperativity, we characterized several possible stepwise assembly pathways using isothermal titration calorimetry. In one path, ␣ and DNA first form a stable ␣⅐DNA complex followed by the addition of  in a second step. Binding energy accumulates with nearly equal free energy of association for each of these steps. Heat capacity is nonetheless dramatically different, with ⌬Cp ؍ ؊305 ؎ 3 cal mol ؊1 K ؊1 for ␣ binding with DNA and ⌬Cp ؍ ؊2010 ؎ 20 cal mol ؊1 K ؊1 for the addition of  to complete the ␣⅐⅐DNA complex. By examining alternate routes including titration of singlestranded DNA with a preformed ␣⅐ complex, a significant portion of binding energy and heat capacity could be assigned to structural reorganization involving protein-protein interactions and repositioning of the DNA. Structural reorganization probably affords a mechanism to regulate high affinity binding of telomere single-stranded DNA with important implications for telomere biology. Regulation of telomere complex dissociation is thought to involve post-translational modifications in the lysine-rich C-terminal portion of . We observed no difference in binding energetics or crystal structure when comparing complexes prepared with full-length  or a C-terminally truncated form, supporting interesting parallels between the intrinsically disordered regions of histones and this portion of .Telomere nucleoprotein complexes serve critical functions in eukaryotic cells, protecting the ends of chromosomes from degradation, recombination, and end-to-end fusion events (1-3). A conserved feature of telomere DNA is a singlestranded 3Ј-terminal extension (4 -7) that acts as the primer for synthesis of telomere DNA repeats catalyzed by the ribonucleoprotein enzyme telomerase (8). By compensating for DNA loss accompanying lagging strand DNA synthesis, telomerase-mediated extension of telomere DNA ensures that genetic information in chromosomes is completely replicated with each cell division.Telomeres found in the macronuclei of Sterkiella nova (Oxytricha nova formerly) are relatively simple and well defined yet possess higher levels of structural organization and therefore represent an important model system for understanding the structures of telomere ends. Telomere DNA in S. nova consists of 20 base pairs of double-stranded DNA followed by 16 nucleotides of 3Ј-terminal single-stranded DNA of sequence d(TTTTGGGGTTTTGGGG) (4). The single-stranded DNA forms a tenacious salt-resistant complex with two protein subunits, a 56-kDa protein called ␣ and a 41-kDa protein called  (9 -12). The ␣ protein contains two structurally and functionally separable domains, a 35-kDa N-terminal DNA-binding domain and a 21-kDa C-terminal domain necessary for protein-protein association (13). The ...