Complexes of cationic and neutral lipids and DNA (lipoplexes) are emerging as promising vectors for gene therapy applications. Their appeal stems from their non pathogenic nature and the fact that they self-assemble under conditions of thermal equilibrium. Lipoplex adhesion to the cell plasma membrane initiates a three-stage process termed transfection, consisting of (i) endocytosis, (ii) lipoplex breakdown, and (iii) DNA release followed by gene expression. As successful transfection requires lipoplex degradation, it tends to be hindered by the lipoplex thermodynamic stability; nevertheless, it is known that the transfection process may proceed spontaneously. Here, we use a simple model to study the thermodynamic driving forces governing transfection. We demonstrate that after endocytosis [stage (i)], the lipoplex becomes inherently unstable. This instability, which is triggered by interactions between the cationic lipids of the lipoplex and the anionic lipids of the enveloping plasma membrane, is entropically controlled involving both remixing of the lipids and counterions release. Our detailed calculation shows that the free energy gain during stage (ii) is approximately linear in Φ+, the mole fraction of cationic lipids in the lipoplex. This free energy gain, ∆F , reduces the barrier for fusion between the enveloping and the lipoplex bilayers, which produces a hole allowing for DNA release [stage (iii)]. The linear relationship between ∆F and the fraction of cationic lipids explains the experimentally observed exponential increase of transfection efficiency with Φ+ in lamellar lipoplexes.Somatic gene therapy holds great promise for future medical applications including, for example, new treatments for various inherited diseases and cancers [1]. Within this approach, an attempt is made to replace damaged genes with properly functioning ones. The core of the process, called transfection, includes the key steps of transferring foreign DNA into a target cell, followed by expression of the genetic information. Complexes composed of cationic lipids (CLs) and DNA, designated lipoplexes, constitute one of the most promising non-viral gene delivery systems [2][3][4]. Though their transfection efficiency (TE) is, in general, inferior to that of viral vectors, lipoplexes have the advantage of triggering low immune response, and being non-pathogenic [4][5][6][7]. Furthermore, lipoplexes allow transfer of larger DNA segments. Their production does not require sophisticated engineering, since they form spontaneously in aqueous solutions when DNA molecules are mixed with CLs and neutral lipids (NLs) [8][9][10][11]. The main thermodynamic driving force for lipoplex formation is the entropic gain stemming from the release of the tightly bound counterions from the DNA and the lipid bilayers. X-ray diffraction experiments have revealed several liquid crystalline phases of CL-DNA complexes. The two most prominent structures are: (i) a lamellar phase (L C α ), with 2D smectic array of DNA within lipid bilayers [8], and (ii) an i...