Staining of the plasma membrane (PM) is essential in bio-imaging as it delimits the cell surface and provides various information regarding the cell morphology and status. Herein, the lipophilicity of a green-emitting BODIPY fluorophore was tuned by gradual functionalization with anchors composed of zwitterionic and aliphatic groups, thus yielding three different amphiphilic dyes. We found that BODIPY bearing one or three anchors failed in efficiently staining the PM: derivative with one anchor showed low affinity to PM and exhibited strong fluorescence in water due to high solubility, whereas BODIPY with three anchors aggregated strongly in media and precipitated before binding to PM. In sharp contrast, the BODIPY bearing two anchors (B-2AZ, Mem-Bright-488) formed virtually non-fluorescent soluble aggregates in aqueous medium that quickly de-aggregated in the presence of PM leading to bright soluble molecular form (quantum yield of 0.92). This fluorogenic response allowed for efficient probing of the PM at low concentration (20 nM) with high signal to background ratio images in mono-as well as two-photon excitation microscopy. B-2AZ proved to selectively stain the PM in a more homogeneous manner than the commercially available fluorescently labelled lectin WGA. Finally, it was successfully used in 3D-imaging to reveal fine intercellular tunneling nanotubes in KB cells and to stain the PM in glioblastoma cells in spheroids.