AGS3 (activator of G-protein signaling 3) was isolated in a yeast-based functional screen for receptor-independent activators of heterotrimeric G-proteins. As an initial approach to define the role of AGS3 in mammalian signal processing, we defined the AGS3 subdomains involved in G-protein interaction, its selectivity for G-proteins, and its influence on the activation state of Gprotein. Immunoblot analysis with AGS3 antisera indicated expression in rat brain, the neuronal-like cell lines PC12 and NG108-15, as well as the smooth muscle cell line DDT 1 -MF2. Immunofluorescence studies and confocal imaging indicated that AGS3 was predominantly cytoplasmic and enriched in microdomains of the cell. AGS3 coimmunoprecipitated with G␣ i3 from cell and tissue lysates, indicating that a subpopulation of AGS3 and G␣ i exist as a complex in the cell. The coimmunoprecipitation of AGS3 and G␣ i was dependent upon the conformation of G␣ i3 (GDP > > GTP␥S (guanosine 5-3-O-(thio)triphosphate)). The regions of AGS3 that bound G␣ i were localized to four amino acid repeats (G-protein regulatory motif (GPR)) in the carboxyl terminus (Pro 463 -Ser 650 ), each of which were capable of binding G␣ i . AGS3-GPR domains selectively interacted with G␣ i in tissue and cell lysates and with purified G␣ i /G␣ t . Subsequent experiments with purified G␣ i2 and G␣ i3 indicated that the carboxyl-terminal region containing the four GPR motifs actually bound more than one G␣ i subunit at the same time. The AGS3-GPR domains effectively competed with G␥ for binding to G␣ t(GDP) and blocked GTP␥S binding to G␣ i1 . AGS3 and related proteins provide unexpected mechanisms for coordination of G-protein signaling pathways.Signal processing via heterotrimeric G-protein proteins generally involves an initial input sensed by a cell surface receptor with seven membrane-spanning regions. Conformational changes in receptor subdomains then transfer this signal to a G-protein, promoting exchange of GTP for GDP and subunit dissociation with both the G␣ and G␥ subunits regulating effector molecules. These events are tightly regulated to maximize signal efficiency, optimize signal specificity, and integrate cellular responses to diverse stimuli. Regulatory mechanisms include the segregation of specific signaling molecules in cell microdomains, receptor phosphorylation and internalization, cross-talk between signaling pathways, and proteins that regulate the basal activation state of G-proteins independently of the receptor.We partially purified a direct G-protein activator from NG108-15 cells (1, 2) and subsequently used a functional screen to identify three proteins (AGS1-3, for activator of Gprotein signaling 1-3) that activated heterotrimeric G-protein signaling in the absence of a cell surface receptor (3-5). The identification of such proteins raises many interesting and unexpected questions relative to signal processing by heterotrimeric G-proteins. As an initial approach to address these issues, we focused on the biochemical and functional characterizati...