Cell-penetrating peptides like the cationic HIV1 TAT peptide are able to translocate across cell membranes and to carry molecular cargoes into the cellular interior. For most of these peptides, the biophysical mechanism of the membrane translocation is still quite unknown. We analyzed HIV1 TAT peptide binding and mobility within biological model membranes. To this end, we generated neutral and anionic giant unilamellar vesicles (GUVs) containing DPPC, DOPC, and cholesterol and containing DPPC, DOPC, cholesterol, and DPPS (DOPS), respectively. First, we characterized the mobility of fluorescently labeled lipids (TR-DHPE) within liquid-ordered and liquid-disordered lipid phases by single-molecule tracking, yielding a D LO of 0.6 ( 0.05 μm 2 /s and a D LD of 2.5 ( 0.05 μm 2 /s, respectively, as a reference. Fluorescently labeled TAT peptides accumulated on neutral GUVs but bound very efficiently to anionic GUVs. Single-molecule tracking revealed that HIV1 TAT peptides move on neutral and anionic GUV surfaces with a D N,TAT of 5.3 ( 0.2 μm 2 /s and a D A,TAT of 3.3 ( 0.2 μm 2 /s, respectively. TAT peptide diffusion was faster than fluorescent lipid diffusion, and also independent of the phase state of the membrane. We concluded that TAT peptides are not incorporated into but rather floating on lipid bilayers, but they immerged deeper into the headgroup domain of anionic lipids. The diffusion constants were not dependent on the TAT concentration ranging from 150 pM to 2 μM, indicating that the peptides were not aggregated on the membrane and not forming any "carpet".In the past decade, specific peptides and proteins have been shown to penetrate cell membranes while retaining their normal biological activity by a process called protein transduction (1, 2). The peptide sequences, which could be identified as being responsible for the translocation capability, were designated as protein transduction domains (PTDs) 1 (3), cell-penetrating peptides (CPPs) (4), or Trojan horse peptides (5). Descriptions of the internalization process range from energy-independent cell penetration of membranes to endocytic uptake (1, 6-9). Certainly, the process varies for different types of PTDs. In general, however, the biophysical mechanism of the plasma membrane translocation of the PTDs is not well understood. A highly charged cationic domain is common to all PTDs and essential for translocation. However, it is well-known that charged molecules cannot cross the lipid bilayer by passive diffusion due to the high Born charging energy encountered in a medium with a low dielectric constant. Cells usually utilize special transport systems such as ion carriers, channels, and ATP-coupled pumps to regulate the flow of ions and charged molecules across their membranes. From a physicalchemical point of view, it is therefore very surprising that short peptides containing a high percentage of cationic amino acids can nevertheless cross the plasma membrane of living cells by pathways that mostly appear to function without energy consumpti...