Nanoceria (CeO2 nanoparticle) possesses a number of enzyme-like activities. In particular, it scavenges reactive oxygen species (ROS) leading in vitro and in vivo anti-oxidation studies. An important aspect of fundamental physical understanding is its interaction with lipid membranes, the man component of the cell membrane. In this work, adsorption of nanoceria onto phosphocholine (PC) liposomes was performed. PC lipids are the main constituent of the cell outer membrane. Using fluorescence quenching assay, nanoceria adsorption isotherm was determined at various pH's and ionic strengths. A non-Langmuir isotherm occurred at pH 4.0 due to lateral electrostatic repulsion among adsorbed cationic nanoceria. The phosphate group in the PC lipid is mainly responsible for the interaction, and adsorbed nanoceria can be displaced by free inorganic phosphate. The tendency of the system to form large aggregates is a function of pH and the concentration of nanoceria, attributable to nanoceria being positively charged at pH 4 and neural at physiological pH. Calcein leakage test indicates that nanoceria induces liposome leakage due to transient lipid phase transition, and cryo-TEM indicates that the overall shape of the liposome is retained although deformation is still observed. This study provides fundamental biointerfacial information at a molecular level regarding the interaction of nanoceria and model cell membranes.3