Surfactant-like membranes containing the 21-residue peptide KLLLL-KLLLLKLLLLKLLLLK (KL 4 ), have been clinically tested as a therapeutic agent for respiratory distress syndrome in premature infants. The aims of this study were to investigate the interactions between the KL 4 peptide and lipid bilayers, and the role of both the lipid composition and KL 4 structure on the surface adsorption activity of KL 4 -containing membranes. We used bilayers of three-component systems [1,2-dipalmitoyl-phosphatidylcholine ⁄ 1-palmitoyl-2-oleoyl-phosphatidylglycerol ⁄ palmitic acid (DPPC ⁄ POPG ⁄ PA) and DPPC ⁄ 1-palmitoyl-2-oleoyl-phosphatidylcholine (POPC) ⁄ PA] and binary lipid mixtures of DPPC ⁄ POPG and DPPC ⁄ PA to examine the specific interaction of KL 4 with POPG and PA. We found that, at low peptide concentrations, KL 4 adopted a predominantly a-helical secondary structure in POPG-or POPC-containing membranes, and a b-sheet structure in DPPC ⁄ PA vesicles. As the concentration of the peptide increased, KL 4 interconverted to a b-sheet structure in DPPC ⁄ POPG ⁄ PA or DPPC ⁄ POPC ⁄ PA vesicles. Ca 2+ favored a«b interconversion. This conformational flexibility of KL 4 did not influence the surface adsorption activity of KL 4 -containing vesicles. KL 4 showed a concentration-dependent ordering effect on POPG-and POPC-containing membranes, which could be linked to its surface activity. In addition, we found that the physical state of the membrane had a critical role in the surface adsorption process. Our results indicate that the most rapid surface adsorption takes place with vesicles showing well-defined solid ⁄ fluid phase co-existence at temperatures below their gel to fluid phase transition temperature, such as those of DPPC ⁄ POPG ⁄ PA and DPPC ⁄ POPC ⁄ PA. In contrast, more fluid (DPPC ⁄ POPG) or excessively rigid (DPPC ⁄ PA) KL 4 -containing membranes fail in their ability to adsorb rapidly onto and spread at the airwater interface.Abbreviations Bodipy-PC, 2-(4,4-difluoro-5,7-dimethyl-4-bora-3a,4a-diaza-s-indacene-3-pentanoyl)-1-hexadecanoyl-sn-glycero-3-phosphocholine; DPH, 1,6-diphenyl-1,3,5-hexatriene; DPPC, 1,2-dipalmitoyl-phosphatidylcholine; DSC, differential scanning calorimetry; GUV, giant unilamellar vesicle; PA, palmitic acid; PC, phosphatidylcholine; POPC, 1-palmitoyl-2-oleoyl-phosphatidylcholine; POPG, 1-palmitoyl-2-oleoyl-phosphatidylglycerol; RDS, respiratory distress syndrome; SP-B, surfactant protein B; SP-C, surfactant protein C; T m , gel to fluid phase transition temperature.