Four new 3-hydroxy-quinolinone derivatives with promising anticancer activity could be solubilized using liposomes as vehicle to an extent that allows their in vitro and in vivo testing without use of toxic solvent(s). A screening method to identify the maximum incorporation capacity of hydrophobic drugs within liposomes was successfully applied. The compounds and lipid(s) were dissolved in methanol, and the solvent was removed by rotary evaporation. The film was resuspended with phosphate buffer (pH 7.4), and the dispersion was sonicated to reduce vesicle size. Ultracentrifugation was used to separate liposome-associated drug from free (i.e., precipitated) drug, and the amount of drug incorporated within the liposomes was quantified using high-performance liquid chromatography. All four compounds were found to be significantly incorporated within soy phosphatidylcholine (SPC) liposomes, resulting in a 200-500-fold increase in apparent solubility. Drug-to-lipid ratios in the range of 2-5 μg/mg were obtained. Interestingly, the four quinolinone derivatives have shown different association tendencies with liposomes, probably due to the physicochemical properties of the different group bonded in position 2 of the quinolinone ring. None of the alternative lipids/lipid blends tested incorporated as much drug as SPC. Photon correlation spectroscopy analyses indicated that use of ultrasounds produced an efficient reduction in liposome size. The present approach appears suitable for incorporation capacity studies of any lipophilic drug in liposomes.