Increasing evidence suggests that Alzheimer P-amyloid peptides (AAPP) may be toxic agents in Alzheimer disease. We investigated the possibility that the toxicity may be the result of peptide-lipid interactions, involving either the cell membrane or the intracellular vesicular system. The interaction of the AAPP-(1-40), AAPP-(1-42), AAPP-(9-25) and AAPP-(25-35)-peptides with acidic and zwitterionic phospholipids was investigated by means of circular dichroism, vesicle disruption and lipid-aggregation assays. These studies were undertaken at peptide concentrations approaching in vivo levels and at physiological salt concentrations. Circular-dichroism studies demonstrate that acidic phospholipids induce a conformational change from random coil to P structure in AAPP-(I -40)-peptide and AAPD-(I -42)-peptide at pH 6.0. In contrast, at pH 7.0, only AAPP-(l-42)-peptide was induced to adopt P structure. Phosphatidylinositol was the most efficient inducer of P structure in AAPP-( 1 -42)-peptide. To further investigate the peptide-lipid interactions, we examined the ability of the AAPP peptides to disrupt andlor aggregate phospholipid vesicles. These properties were found to be mediated predominantly through electrostatic interactions with the phospholipid headgroup. The data presented in this paper have implications for AAPD toxicity and senile-plaque formation.