This paper involves small unilamellar liposomes (SULs) of phosphatidylcholine (PC) imparted with a negative charge via the incorporation of cardiolipin (CL2-), a lipid with a double-negative charge. Such liposomes in water strongly adsorb polycations such as CP(2) (a 93/7 copolymer of N-ethyl-4-vinylpyridium bromide and 4-vinylpyridine) or CP(2,16) (a 83/3/14 copolymer of N-ethyl-4-vinylpyridinium bromide, N-cetyl-4-vinylpyridinium bromide, and 4-vinylpyridine). Neither CP(2) nor CP(2,16) disrupts the integrity of the PC-CL2-liposome despite the tight binding. Addition of NaCl is able to totally dissociate CP(2) from the negative SULs, whereas CP(2,16) is only partially dissociated even at high salt concentrations. Thus, only 3% long-chain pendant groups on the polycation is sufficient to immobilize the polycation onto the negative surface of SULs. Similarly, poly(acrylic acid) (PAA) in its anionic state will remove CP(2) from the liposome surface to form a CP(2)-PAA complex. CP(2,16), on the other hand, is more resistant to removal. Evidence is provided that the CP(2,16) associates with PAA but nonetheless remains on the surface of the liposome. Thus, a liposome-CP(2,16)-PAA ternary complex is created. This work makes heavy use of photon correlation spectroscopy, conductometry, electrophoretic mobility, and fluorescent labeling of the liposomes.