The interaction between poly(L-lysines) of varying size with cardiolipin was investigated via binding assays, X-ray diffraction, freeze-fracture electron microscopy, and 31P- and 13C-NMR. Binding of polylysines to the lipid only occurred when three or more lysine residues were present per molecule. The strength of the binding was highly dependent on the polymerization degree, suggesting a cooperative interaction of the lysines within the polymer. Upon binding, a structural reorganization of the lipids takes place, resulting in a closely packed multilamellar system in which the polylysines are sandwiched in between subsequent bilayers. Acyl chain motion is reduced in these liquid-crystalline peptide-lipid complexes. From competition experiments with Ca2+ it could be concluded that when the affinity of the polylysine for cardiolipin was much larger than that of Ca2+, a lamellar polylysine-lipid complex was formed, irrespective of whether an excess of Ca2+ was added prior to or after the polypeptide. When the affinity of the polylysine for cardiolipin was less or of the same order as that of Ca2+, the lipid was organized in the hexagonal HII phase in the presence of Ca2+. These results are discussed in the light of the peptide specificity of bilayer (de)stabilization in cardiolipin model membranes.