Asbestos induces cytogenetic and genotoxic effects in cultured cell lines in vitro. For fiuther investigations of the fiber-induced cellular changes, electrorotation (ROT) measurements can be used to determine early changes of surface properties and dielectric cellular changes. In the present study, human mesothelial cells (HMC) were exosed to nontoxic concentrations of crocidolite asbestos (1 pg/cm2) for 12, 24, 30, 50, and 72 hr, and were investigated for changes in dielectric properties, morphologic and biochemical changs using ROT measurements, electron microscopy, and flow cytometry, respectively. The results of ROT measurements raled slighdy increased internal conductivity and decreased membrane conductance ofHMC during the first 12 hr of exposure to crocidolite. This may be due to functional changes of ion channels of the cellular membrane. However, after exposures of. 30 hr, reduced internal conductivity and increasd membrane conductance of HMC occurred. These effects may be caused by permeabilization ofthe cell membrane and the leakage of ions into the surrounding medium. The membrane capacitance of HMC is always decreased during exposure of cells to crocidolite fibers. This decreased membrane capacitance may result from the observed reduction in the number of microvilli and from the shrnkage of cells as observed by electron microscopy and flow cytometry. Changes in composition of the plasma membrane were also observed after the labeling of phosphatidylserines (PS) on the cell surface. These observed changes can be related to apoptotic events. Whereas during the first 50 hr of exposure only a small number of HMC with increased exposure of PS on the cell surface was detected by flow cytometry, the dielectric properties of HMC showed marked changes during this time. Our results show that surface property changes of the cellular membrane of HMC as well as interior dielectric change occur after the exposure ofcells to crocidolite fibers. The observed changes are discussed in terms of complex combined cellular effects after amphibole asbestos exposure. Key words apoptosis, crocidolite, electron microscopy, electrorotation, flow cytometry, phosphatidylserine, plasma membrane.