Annexin V belongs to the family of calcium-dependent phospholipid binding proteins and binds almost solely to phosphatidylserine (PS). When annexin V is used to detect loss of membrane asymmetry in cellular systems, the binding properties under physiological conditions are of importance. Most biochemical studies use optimized binding conditions, conditions that are often far from physiological. For the interpretation of flow cytometric studies that use fluorescent annexin V to probe PS exposure, it is important to know what mixture of lipid species exposed in the outer leaflet of a membrane can evoke a positive annexin V signal. The lipid species is important in this respect as well as the concentration that just evokes a positive signal (detection level). Furthermore, the influence of the composition of the lipid matrix (cholesterol content, other phospholipid species) was investigated, as well as the influence of the calcium concentration on annexin V binding. In this study, we report on the binding of annexin V to phospholipid bilayers (adsorbed to glass beads) as measured by flow cytometry at physiological conditions. Annexin V binding was found to increase rapidly, with increasing PS concentrations up to a certain level (attained at 6 mol% PS). Further increase of the PS concentration resulted only in a slight increase of annexin V binding. Calcium concentrations below 3 mM were found to reduce the sensitivity of the binding assay. Phosphatidylethanolamine incorporated in the phospholipid bilayer resulted in a lower threshold for the binding assay, whereas sphingomyelin had no influence on the binding of annexin V and cholesterol reduces binding of annexin V to lipid bilayers. These data may help in the interpretation of results obtained from binding of annexin V to cell membranes (e.g., involved in apoptosis).