Cholesterol is a constituent of all mammalian cells and serves as a structural unit of membranes. Cytomembranes of the "thick" variety (80-100 A) which have potential access to the extracellular milieu are rich in cholesterol and include plasma membrane, lysosomal membrane, and secretion granules (1-10). In contrast, "thin" membranes (40-70 A) such as endoplasmic reticulum, mitochondria, and nuclear envelope are poor in cholesterol, whereas Golgi membranes are intermediate in size and cholesterol content (5,11,12).Although there is an extensive literature on cholesterol metabolism of the whole organism (13-16), our knowledge of the cellular level is fragmentary. Exceptions are the well-documented studies first described by Hagerman and Gould (17) demonstrating cholesterol exchange from plasma lipoproteins to the membrane of erythrocytes. No net change in cholesterol content of red cell takes place and cholesterol ester (CE) 1 exchange is very limited. Recently, the de novo biosynthesis of cholesterol by cultured eukaryotic cells has been shown (18-20) although its conversion to metabolites other than its esters has not been demonstrated (19,21,22).We have chosen to examine the metabolism of cholesterol in homogeneous populations of macrophages. This was prompted by the physiological role of this cell in the processing of chylomicrons and effete erythrocytes (23)(24)(25) and its association with a number of pathological events in which lipid storage takes place (26)(27)(28)(29)(30). In addition, macrophages exhibit striking endocytic activity in which the flow and turnover of cholesterol-rich membranes might be examined.In this article we will describe the content and subcellular distribution of macrophage cholesterol, the factors controlling exchange, and its biosynthesis under defined cultural conditions.