Using an in vitro system involving pure actin and liposomes, we have established that actin may interact with membrane lipids without any intermediate proteins, and that the mechanism of interaction depends upon the concentration of divalent cation. In the absence of divalent cation, actin increases membrane permeability. Low concentrations (1 mM) of divalent cation potentialize this interaction. In the presence of high divalent cation concentration, actin deposits on the surface of liposomes in a crystalline organization and reduces the membrane microviscosity as shown by the polarization of fluorescence of the DPH probe. We propose that actin interacts with lipids by hydrophobic association which is facilitated by initial electrostatic binding. © 1990.