0.426 mg/kg Paraoxon was applicated to female Sprague-Dawley rats. 4, 10 and 24 h after poisoning, cholesterol, glyceride and phospholipid content was measured in liver plasma membranes and mitochondria. After 4 h, cholesterol content of plasma membranes was significantly lower. Phospholipid content of plasma membranes was significantly higher than control values at all times of investigation, contents of neutral lipids and glycerides were also higher, but not significantly. In mitochondria, no significant difference of cholesterol content could be detected. Glyceride content was lower after 4 and 10 h, but phospholipid content higher at all experimental times. Differences found in cholesterol and phospholipid content of plasma membranes are discussed also in view of higher serum GOT, GPT and CPK activities known from other investigations. The differences in cholesterol and phospholipid content, their degree and their timing, which agrees with the timing of enzyme leakage, suggest that lipid composition of the plasma membrane may be one of the parameters which determine membrane permeability after organophosphate poisoning.