membrane surrounding the bacterial cytoplasm, it has been reported that phosphatidylinositol (PI) is preferentially located in the inner leafl et, phosphatidylglycerol (PG) is mainly located in the outer leafl et, and cardiolipin (CL) is distributed over both leafl ets in gram-positive bacteria Micrococcus lysodeikticus ( 5 ). Studies from Bacillus megaterium suggested PE mainly resides in the inner leafl et ( 6 ). In the outer membranes of gram-negative bacteria lipopolysaccharides are predominantly localized in the outer leafl et, while phospholipids are enriched in the inner leafl et ( 7-9 ). Several important functional roles of cellular membrane are closely associated with an asymmetrical lipid distribution. For example, dissipation of membrane lipid asymmetry, resulting in PS externalization on the outer leafl et of membrane, facilitates cell recognition and phagocytosis by macrophages during apoptosis ( 10-18 ). Exposure of PS on the outer cell surface has also been known to be involved in physiologically important phenomena including blood coagulation ( 19,20 ), cell adhesion ( 21-23 ), and myotube formation ( 24 ).To emulate cell membranes more closely, a number of methods have been developed to try to obtain asymmetric lipid bilayers (model membranes) ( 25-45 ). However, methods to form asymmetric lipid vesicles with a wide variety of lipid compositions and highly controlled lipid distribution in each leafl et have been lacking. To tackle this problem, our laboratory has developed methods to prepare asymmetric vesicles using methyl- -cyclodextrin The inner and outer leafl et of many cellular membranes exhibits a difference in lipid composition. This difference is called lipid asymmetry. For example, in eukaryotic cells, the choline-containing lipids sphingomyelin (SM) and phosphatidylcholine (PC) are predominantly located in the outer leafl et of the plasma membrane, while the aminecontaining phospholipids phosphatidylethanolamine (PE) and phosphatidylserine (PS) are largely or fully confi ned to the plasma membrane inner leafl et ( 1-4 ). Membrane asymmetry is also observed in prokaryotic cells. Although it is diffi cult to determine lipid distribution in the leafl ets of the