Mixtures of N-dodecyl-N,N-dimethylamine N-oxide (DDAO) and 1,2-dioleoylphosphatidyl choline (DOPC) in chloroform/methanol were evaporated, dried and hydrated in excess 2H2O. Aqueous dispersions thus prepared were extruded through polycarbonate filter with pores of diameter 500A. These samples were studied using small-angle neutron scattering. DDAO destabilizes the bilayer in unilamellar liposomes and solubilizes it into mixed micelles whose shape changes with the DDAO : DOPC molar ratio. Bilayers or/and bilayer fragments have been observed up to DDAO : DOPC = 1.5, rod-like particles (tubular, cylindric micelles) at 2.5 < DDAO : DOPC < 3.5, and transition to globular particles (spheroid micelles) at DDAO: DOPC > 4. In bilayers or/and bilayer fragments, DDAO modulates the thickness of the bilayer.