Under lipid-free conditions, human apolipoprotein C-II (apoC-II) exists in an unfolded conformation that over several days forms amyloid ribbons. We examined the influence of the molecular chaperone, ␣-crystallin, on amyloid formation by apoC-II. Time-dependent changes in apoC-II turbidity (at 0.3 mg/ml) were suppressed potently by substoichiometric subunit concentrations of ␣-crystallin (1-10 g/ml). ␣-Crystallin also inhibits time-dependent changes in the CD spectra, thioflavin T binding, and sedimentation coefficient of apoC-II. This contrasts with stoichiometric concentrations of ␣-crystallin required to suppress the amorphous aggregation of stressed proteins such as reduced ␣-lactalbumin. Two pieces of evidence suggest that ␣-crystallin directly interacts with amyloidogenic intermediates. First, sedimentation equilibrium and velocity experiments exclude high affinity interactions between ␣-crystallin and unstructured monomeric apoC-II. Second, the addition of ␣-crystallin does not lead to the accumulation of intermediate sized apoC-II species between monomer and large aggregates as indicated by gel filtration and sedimentation velocity experiments, suggesting that ␣-crystallin does not inhibit the relatively rapid fibril elongation upon nucleation. We propose that ␣-crystallin interacts stoichiometrically with partly structured amyloidogenic precursors, inhibiting amyloid formation at nucleation rather than the elongation phase. In doing so, ␣-crystallin forms transient complexes with apoC-II, in contrast to its chaperone behavior with stressed proteins.