The effect of rat whole blood plasma, serum, serum lipoproteins, and apolipoproteins on the stability of unilamellar liposomes prepared with French pressure cell was evaluated by measuring the release of entrapped carboxyfluorescein and by electron microscopy. In the absence of serum components, dye escaped very slowly (hours) from egg phosphatidylcholine and phosphatidylcholine-cholesterol (43 mol % cholesterol) vesicles without apparent change in liposomal structure. This slow release was both temperature- and size-dependent. serum and some of its constituents induced a far more rapid (seconds) loss of entrapped dye from phosphatidylcholine liposomes, associated with structural changes. For equal masses of protein the order of potency of this induced activity was: free apolipoproteins (apo A-I, apo E) > isolated lipoproteins (HDL and VLDL) > whole serum or whole plasma. Substantial activity was found in three preparations of bovine serum albumin. This activity could be attributed to small and variable amounts of contaminating lipoprotein-like particles and apolipoprotein A-I. Induced release of dye from liposomes by apolipoproteins was usually associated with rapid formation of discs although other structures were sometimes formed. Purified rat apolipoproteins A-I and E appeared to interact identically with liposomes to induce dye release. This effect was progressively impaired for both apoproteins by increasing amounts of cholesterol and was completely inhibited when liposomes contained 37 mol % cholesterol.