Elevated activity of 3-hydroxy-3-methyglutaryl coenzyme A reductase (HMG-CoA reductase) was observed in the rabbit ovary and corpus luteum during pregnancy. Based on this study, it was proposed that de novo cholesterol synthesis rather than the uptake of exogenous plasma cholesterol (lipoproteins) was of primary importance in providing steroid substrate for progesterone synthesis by the rabbit luteal cell. Using a perifusion system, the present study challenges this hypothesis by demonstrating that both low- and high-density lipoproteins (at protein concentrations of 100 micrograms/ml and 50 micrograms/ml, respectively) were able to acutely stimulate progesterone production by dissociated rabbit luteal cells. The increase in progesterone synthesis was due to increased cholesterol substrate and not to protein-enhanced progesterone release. The ability of luteal cells to respond to lipoproteins was dependent on both dose- and sequence of treatment, with high-density lipoprotein (HDL) being unable to stimulate progesterone production if preceded by perifusion with low-density lipoprotein (LDL) or HDL. In addition, 17 beta-estradiol appeared to regulate lipoprotein utilization by attenuating the LDL response after 1 h of perifusion. We conclude that lipoproteins may provide cholesterol substrate for progesterone biosynthesis in vitro and that 17 beta-estradiol, in addition to maintaining progesterone production by luteal cells, may also regulate lipoprotein utilization. Thus, maintenance of steady progesterone secretion in response to estradiol supercedes that of LDL-stimulated progesterone secretion by rabbit luteal cells in vitro. This study suggests an interaction between estrogen and lipoproteins that may prove physiologically important in regulating progesterone production by rabbit luteal cells in vivo.