Much recent work has focussed on the role of membrane-bound components in f
usion. We show here that p97 and NSF are sufficient to mediate rapid membra
ne fusion, Fractionation of cytosol revealed that p97 and its co-factor, p4
7, constitutes the major fusion activity. This was confirmed by depleting p
97 from the cytosol, which resulted in an 80% decrease in fusion, Using pur
ified protein, p97 or NSF was found to be sufficient to mediate rapid fusio
n in an ATP-dependent manner. A regulatory role was observed for their corr
esponding co-factors, p47 and alpha-SNAP, When present at a molar ratio hal
f of that of the ATPase, both co-factors increased fusion activity signific
antly. Intriguingly, at this ratio the ATPase activity of the complex measu
red in solution was at its lowest, suggesting that the co-factor stabilizes
the ATP state. The fusion event involved mixing of both leaflets of the op
posing membranes and contents of liposomes, We conclude from these data tha
t p97, NSF and perhaps other related ATPases catalyse rapid and complete fu
sion between lipid bilayers on opposing membranes. This highlights a new ro
le for p97 and NSF and prompts a re-evaluation of current fusion models.