The photoreactive omega-diazirinophenoxy derivatives of nonanoate, undecanoate, tridecanoate, and pentadecanoate were shown to be activated by rat liver microsomes to the corresponding acyl-CoA derivatives. The Km and Vmax for these fatty acid analogues were determined: the values obtained indicate that the addition of a photoreactive group to an alkyl chain has an effect similar to that of elongation of the chain by about seven carbons. Incubation of microsomes in the presence of lysophospholipids resulted in the incorporation of the photoreactive fatty acids into the corresponding phospholipids. The ability of mammalian systems to utilize these photoreactive fatty acids for phospholipid synthesis establishes their suitability as photoaffinity analogues of fatty acids.