We investigated immunohistochemically the distribution in rats of the homologous proteins gp330 and the LDL receptorrelated protein (LRP/ a2MR), and a receptor-associated protein (RAP), and the sites to which soluble exogenous RAP binds. We found gp330 in a restricted group of epithelial cells, including renal proximal tubule cells, podocytes, Type II pneumocytes, cells of the parathyroid, thyroid, epididymis, lining of the uterus, ependyma, retina, ciliary body, yolk sac, and placenta. In these cells gp330 was detected mainly at the cell surface, except for parathyroid and retinal epithelial cells, where diffuse cell staining was found. LRP/a2MR was widely distributed in interstitial cells, notably in fibroblasts and maaophages, and was also present in a selected group of epithelial or specialized cells, including hepatocytes, adrenal cortical cells, follicular cells of the ovary, cells of the choroid plexus, ciliary M y , mesangial cells, and some neurons. In certain cells, notably hepatocytes and adrenal cortical cells, LRPIa2MR was detected mainly on the surface, but in others, including maaophages, fibroblasts, and epi-