DM catalyzes the exchange of peptides bound to Class II major histocompatibility complex (MHC) molecules. Because the dissociation and association components of the overall reaction are difficult to separate, a detailed mechanism of DM catalysis has long resisted elucidation. UV irradiation of DR molecules loaded with a photocleavable peptide (caged Class II MHC molecules) enabled synchronous and verifiable evacuation of the peptide-binding groove and tracking of early binding events in real time by fluorescence polarization. Empty DR molecules generated by photocleavage rapidly bound peptide but quickly resolved into species with substantially slower binding kinetics. DM formed a complex with empty DR molecules that bound peptide with even faster kinetics than empty DR molecules just having lost their peptide cargo. Mathematical models demonstrate that the peptide association rate of DR molecules is substantially higher in the presence of DM. We therefore unequivocally establish that DM contributes directly to peptide association through formation of a peptide-loading complex between DM and empty Class II MHC. This complex rapidly acquires a peptide analogous to the MHC class I peptide-loading complex.Major histocompatibility complex (MHC) 5 molecules are cell surface proteins that present peptides to antigen-specific receptors on T cells. The Class II MHC products are specialized in sampling endosomal compartments to acquire these peptides. Delivery of newly synthesized and assembled Class II MHC proteins to endo-lysosomal compartments is assured by means of the transient association of the MHC ␣ heterodimer with the invariant chain, a protein endowed with both chaperone function and an address code (1, 2). In endosomal compartments, the invariant chain is destroyed, yielding a Class II MHC product occupied with an invariant chain-derived remnant, the CLIP peptide (3-5). The HLA-DM (DM) molecule, itself incapable of binding peptide, facilitates replacement of CLIP with antigenic peptides (6 -10). The action of DM is not limited to the Class II MHC/CLIP complex and extends to Class II MHCpeptide complexes more generally. Such editing by DM favors presentation to CD4 T cells of those peptides that are most resistant to peptide displacement by DM (9,(11)(12)(13)(14)(15)(16)(17).DM is a membrane-anchored heterodimer that belongs to the extended family of proteins with a MHC fold but lacks a functional peptide-binding groove (18,19). Mutagenesis experiments identified lateral surfaces on DM and DR molecules that are involved in the interaction between the two proteins. On the DR side, these mutations span the entire length of the ectodomain and are localized to the ␣1 and 2 domains (20). On the DM side, an extended interaction surface has been mapped that also spans the entire length of the ectodomain (21). These data support a model in which lateral interactions between DM and DR molecules induce a conformational change that destabilizes the DR-bound peptide. It has been proposed that DM disrupts one or severa...