1. The effect of the soya-bean protein isolate and casein, both given 200 g/kg diet for 3-4 weeks, on serum cholesterol was compared in male rats. 2. Soya-bean protein exerted a hypocholesteramic effect only in a cholesterol-free low-fat (10 g maize oil/kg) diet, when the lowering action appeared independent of the strain of the rat or the feeding pattern. The results obtained with diets containing cholesterol or higher levels of fats or both showed no definite pattern of response. 3. Although the decrease in serum cholesterol appeared greater in alpha-lipoproteins than in beta-lipoproteins, the proportion of the former to total cholesterol remained almost unchanged. The concentration of serum apo A-I was significantly lower in rats given the vegetable protein. 4. Rats given soya-bean protein excreted significantly more neutral sterols. 5. The serum amino acid pattern did not reflect the difference in dietary protein. Addition of cholesterol to the diets modified the serum aminogarm, the decrease in threonine being most marked in both protein groups. 6. This study shows that the hypocholesteraemic action of soya-bean protein is easily modified by the type of diet.