Bacteriorhodopsin (BR), from the purple membrane (PM) of Halobacterium halobium, was chemically modified with methoxypolyethylene glycol (m-PEG; molecular weight = 5,000 Da) succinimidyl carbonate. The polyethylene glycol-bacteriorhodopsin (m-PEG-SC-BR33) conjugate, containing one polyethylene glycol chain, was water soluble. The secondary structure of the conjugate in water appeared partially denatured, but was shown to contain a-helical segments by circular dichroism spectroscopy. The isolated bacteriorhodopsin conjugate, with added retinal, was refolded in a mixed detergent-lipid micelle and had an absorption maximum at 555 nm. The refolded conjugate was transferred into vesicles that pumped protons, upon illumination, as efficiently as did native BR. Modification of the PM with m-PEG did not alter the native structure or inhibit proton pumping, and therefore it is suggested that the glycol polymer is present as a moiety covalently linked to residues unnecessary for proton pumping and proper folding. The site of attachment of m-PEG was determined to be at either Lys 129 or Lys 159, with position Lys 129 the most probable site of attachment. The m-PEG-SC-BR33 could be stepwise refolded to the native conformation by the addition of trifluoroethanol to lower the dielectric constant, simulating the insertion of the BR into the phospholipid bilayer.Keywords: bacteriorhodopsin; chemical modification; circular dichroism; polyethylene glycol Reaction of methoxypolyethylene glycol reagents, such as 2-methoxypolyethylene glycol-4,6-dichloro-s-triazine, with water-soluble proteins yields derivatives that possess decreased antigen activity (Abuchowski et al., 1977) and increased solubility in organic solvents and that retain partial or full biological activity (Takahashi et al., 1984).It was anticipated that m-PEG modification of bacteriorhodopsin would alter its solvation properties. A water-soluble m-PEG-BR might be a suitable model for the investigation of refolding as the conjugate was inserted into a membrane. It may be possible to simulate folding simply by mixing the water solution with organic solvents of different polarity.To our knowledge there are no reported attempts to modify membrane proteins to achieve water solubility. The chemical modification of BR, which is a light-driven proton pump in the purple membrane of Halobacterium halobium, with methoxypolyethylene glycol succinimidyl carbonate is reported herein. This illustrates that m-PEG is suitable for modifying membrane proteins to yield water-soluble derivatives. The modified water-soluble membrane protein was studied to examine its refolding and its proton pumping activity.Refolding of BR is, probably, a thermodynamically controlled two-stage process (Popot et al., 1987). The first step proposed was the immersion of a-helices into the lipid bilayer, followed by the reassembly of the tertiary structure of seven transmembrane helices. Refolding was reported to take place even if the polypeptide chain was 1161