Synaptosomes incorporated mixed brain gangliosides at a rapid initial rate followed by a slower phase of net movement from the protein-associated fraction into the membrane core. The pattern of incorporated gangliosides reflected the pattern available for incorporation. Intact synaptosomes incorporated approximately 100 pmol GM1/mg protein. Synaptosomes preincubated with proteolytic enzymes (trypsin, chymotrypsin, and papain) at different pH values (6.2, 7.4, 7.8) incorporated more exogenous gangliosides than synaptosomes preincubated in buffer alone. This effect was maximal at pH 7.8, though analysis of variance revealed that the proteolytic treatment and pH effects were probably independent processes. Overall uptake of exogenous gangliosides correlated significantly with amount of membrane protein loss, indicating that initial access of exogenous gangliosides to synaptosomal membranes is retarded by cell-surface proteins. These results suggest synaptosomes as a useful alternative to cultured cells for investigating the interaction of gangliosides with other cell surface constituents.