-Amyloid peptide (A), a normal constituent of neuronal and non-neuronal cells, has been proven to be the major component of extracellular plaque of Alzheimer's disease. Interactions between A and neuronal membranes have been postulated to play an important role in the neuropathology of Alzheimer's disease. Here we show that A is able to insert into lipid bilayer. The membrane insertion ability of A is critically controlled by the ratio of cholesterol to phospholipids. In a low concentration of cholesterol A prefers to stay in membrane surface region mainly in a -sheet structure. In contrast, as the ratio of cholesterol to phospholipids rises above 30 mol%, A can insert spontaneously into lipid bilayer by its C terminus. During membrane insertion A generates about 60% ␣-helix and removes almost all -sheet structure. Fibril formation experiments show that such membrane insertion can reduce fibril formation. Our findings reveal a possible pathway by which A prevents itself from aggregation and fibril formation by membrane insertion.The formation of extracellular amyloid plaques is one of the characteristics of Alzheimer's disease. The core component of plaque is A, 1 which is the proteolytic product of the larger transmembrane amyloid precursor protein (APP) (1, 2). A contains 39 -42 amino acid residues with a molecular mass of approximate 4 kDa. A is an amphiphilic peptide with a hydrophilic N-terminal domain (residues 1-28) and a hydrophobic C-terminal (residues 29 -40 (42)), the latter corresponding to a part of the transmembrane domain of APP.A is a normal constituent of neuronal and non-neuronal cells (3, 4). It can be detected in cerebrospinal fluid at subnanomolar concentrations in normal individuals. Such a concentration of A has its own physiological functions, for example, increasing tyrosine phosphorylation, increasing the activity of phosphoinositol 3-kinase, and inducing the rapid change of cellular calcium and extracellular protein kinase C (5). It was reported that in cultured hippocampal neurons, A at a low concentration (10 Ϫ11 ϳ10 Ϫ10 M) is neurotrophic to undifferentiated, immature hippocampal neurons (6, 7). As a proteolytic fragment of APP, A can be secreted by membrane-anchored APP or by reinternalized APP (8 -10). Also, A can be degraded either via LRP-mediated endocytosis into primary neurons and astrocytes (11-15) or via scavenger receptor-mediated uptake of aggregates of A into microglial cells (16). The hydrolytic enzymes in lysosomes then can degrade A. Thus, whether A is the primary effector of the disease is questioned.Several studies on conformation show that A in the core of amyloid plaques adopts an antiparallel -sheet (17). So A in the form of -sheet may be in favor of aggregating into fibril. In addition, in vitro studies with cell cultures have demonstrated that fibrillar A is toxic to neurons, but monomeric A is not (18 -20). Therefore, the factors inducing A to generate -sheet may contribute to the pathogenesis of Alzheimer's disease.The neurotoxic...