Experiments were designed to determine how varying levels of plasma lipids affect tissue deposition of alpha-tocopherol (vitamin E). Hypolipemia was induced by feeding orotic acid, and hyperlipemia was obtained using genetically obese rats. With equal dietary intakes of alpha-tocopherol, hypolipemic rats had lower plasma and tissue concentrations than rats with normal plasma lipids. An exception was liver, which due to fatty enlargement from orotic acid had more alpha-tocopherol. Hyperlipemic obese rats had plasma total lipids and alpha-tocopherol three times those of normal rats with the same intake of alpha-tocopherol. Tissue concentrations of the vitamin, however, were considerably lower in obese rats. Due to their large adipose mass, obese rats had considerably more total body alpha-tocopherol than normal rats. It was concluded that both plasma lipid levels and degree of adiposity are important factors in determining tissue deposition of alpha-tocopherol.