The fatty acid composition of choline, ethanolamine and serine phospholipids (PC, PE and PS) in heavy mitochondria, light mitochondria, microsomes and plasma membranes isolated from 16-, 19- and 24-day-old cultured rat astrocytes was investigated; within this period cultures reached confluency and ceased to divide. Plasma membranes revealed a stable distribution of the major fatty acids (FA) present in PC, PE and PS. The FA pattern of PC was similar to that of PE and PS. Analysis of the FA composition of PC, PE and PS found in intracellular membranes indicates that each major FA displayed a typical variation depending on the organelle and the phospholipid studied. Schematically for both phospholipids, PC and PE, the palmitic acid content increased in most subcellular fractions between 16 and 24 days; this variation was compensated by the decrease of stearic acid. Arachidonic acid level was very low at 16 days and increased markedly up to 24 days; thus a decrease of the saturated to unsaturated FA ratio (delta:0/delta:1, 2, 4) occurred. In contrast PS, which was poor in arachidonic acid between 16 and 24 days, gave rise to delta:0/delta:1, 2, 4. These results suggest (1) a reorganisation of the phospholipid hydrophobic core in mitochondria and endoplasmic reticulum when density-dependent inhibition phenomena occurs, and (2) a 'buffering' mechanism which protects the plasma membrane from marked changes of its phospholipid FA composition.