Scavenger receptor class B type I (SR-BI) delivers cholesterol ester from HDL to cells via a selective uptake mechanism, whereby lipid is transferred from the core of the particle without concomitant degradation of the protein moiety. The precise metabolic fate of HDL particles after selective lipid uptake is not known. To characterize SR-BImediated HDL processing in vivo, we expressed high levels of this receptor in livers of apoA-I Ϫ / Ϫ mice by adenoviral vector gene transfer, and then injected the mice with a bolus of human HDL 2 traced with 125 I-dilactitol tyramine. HDL recovered from apoA-I Ϫ / Ϫ mice over-expressing SR-BI was significantly smaller than HDL recovered from control mice as measured by non-denaturing gel electrophoresis. When injected into C57BL/6 mice, these HDL "remnants" were rapidly converted to HDL 2 -sized lipoprotein particles, and were cleared from the plasma at a rate similar to HDL 2 . In assays in cultured cells, HDL remnants did not stimulate ATP-binding cassette transporter A1-dependent cholesterol efflux. When mixed with mouse plasma ex vivo, HDL remnants rapidly converted to larger HDL particles. These studies identify a previously ill-defined pathway in HDL metabolism, whereby SR-BI generates small, dense HDL particles that are rapidly remodeled in plasma. This remodeling pathway may represent a process that is important in determining the rate of apoA-I catabolism and HDL-mediated reverse cholesterol transport. Numerous epidemiological studies have indicated that HDL cholesterol (HDL-C) and apoA-I concentrations are inversely correlated to the risk for coronary heart disease. Consequently, much effort has been focused on the factors that regulate plasma HDL and apoA-I levels. Metabolic studies in humans have shown that variations in HDL-C and apoA-I concentrations are primarily associated with differences in the rate of apoA-I catabolism rather than apoA-I production (1-5). Many of the factors known to influence apoA-I catabolic rate have a major effect on the lipid composition of the HDL particle. For example, the accumulation of cholesterol ester (CE) in HDL (brought about in humans by a deficiency in CETP) is associated with delayed apoA-I catabolism (6). Conversely, LCAT deficiency, which results in a depletion of HDL CE, is associated with accelerated apoA-I catabolism (7). Accumulating evidence suggests that the kidney cortex is an important site for degrading lipid-poor apoA-I, perhaps through glomerular filtration followed by degradation in the proximal tubule. Cubilin, an endocytic receptor that is expressed on the apical surfaces of kidney proximal tubule cells, has been implicated in renal uptake of lipid-poor HDL (8, 9).Scavenger receptor class B type I (SR-BI) is an HDL receptor that mediates selective lipid uptake from receptor-bound HDL. During this process, CE is transferred from the core of the HDL particle to cells without the concomitant degradation of HDL apolipoproteins. Despite the fact that SR-BI mediates only CE uptake, liver-specific SR-BI o...