Nascent high-density lipoproteins (HDLs), which are also known as discoidal HDLs, are formed by the interaction of apolipoprotein A-I (apoA-I) with transmembrane ATP-binding cassette transporter A1 (ABCA1). However, the molecular mechanism governing disc formation is not fully understood. Here, we evaluated the thermodynamic and kinetic stability of disc formation from mixtures of 1-palmitoyl-2-oleoylphosphatidylcholine and apoA-I by quantifying the discs and vesicles produced. Sodium cholate dialysis experiments revealed that the discs are thermodynamically more stable than the vesicle/apoA-I mixture (Delta*G = -52 kJ/disc mol at 37.0 degrees C) because the decrease in enthalpy (Delta*H = -620 kJ/disc mol) exceeds the decrease in entropy (T Delta*S = -570 kJ/disc mol). Circular dichroism spectral measurements ascribed 68% of the decrease in enthalpy during disc formation to the formation of helices in apoA-I. Fluorescence measurements suggested that phospholipids enclosed in the discs are more closely packed than those in the vesicles so that they are entropically destabilized. To determine if the disc could be spontaneously produced from vesicles, we measured the decrease in the turbidity of vesicles in response to the addition of apoA-I. However, the rate of disc formation was very slow, suggesting that the large kinetic barrier against disc formation makes the vesicle/apoA-I mixtures metastable. These results raise the possibility that ABCA1 may act to lower the activation energy, thereby facilitating disc formation.