We have analyzed the kinetic route by which the indirectly controlled Staphylococcus aureus plasmid, pT181, responds to and corrects fluctuations in copy number. The kinetics of copy number correction from low to steady-state levels (termed repopulation) were determined using two different methods of copy number reduction. Thermosensitive replication (Tsr) mutants of pT181 were grown at nonpermissive temperatures to lower copy number and then shifted to a permissive temperature to allow repopulation. After the downshift, both wild-type and copy mutant plasmids, with active inhibitors, exhibited a burst of exponential replication that resulted in a two- to threefold overshoot of normal steady-state copy numbers. This was followed by inhibition of replication and eventual reestablishment of the steady-state replication rate. Similar replication kinetics were observed when these plasmids were introduced into naive cells by high-frequency transduction. By contrast, a pT181 copy mutant with a nonfunctional inhibitor-target regulation did not overshoot its steady-state copy number, but instead repopulated asymptotically. These results suggest that at low copy numbers, pT181 and its derivatives replicate at near-maximal rates and overshoot prior to the establishment of an inhibitory concentration of repressor. The maximal replication rate is independent of the plasmid's cop genotype. As the copy number increases, inhibitor accumulates and eventually reduces the replication rate. In the absence of an active inhibitor, the steady-state copy number is established at a level that must be limited by some other invariant factor.