The mechanisms by which pro-apoptotic members of the Bcl-2 family of proteins promote the release of mitochondrial factors like cytochrome c, subsequently activating the apoptotic cascade, or by which anti-apoptotic family members block this release, are still not understood. When expressed in yeast, Bcl-2 family members act directly upon conserved mitochondrial components that correspond to their apoptotic substrates in mammalian cells. Here we describe a system in which the levels of representative pro- and anti-apoptotic members of the Bcl-2 family can be regulated independently in yeast. Using this system, we have focused on the action of the anti-apoptotic family member Bcl-x(L), and have defined the quantitative relationships that underlie the antagonistic action of this protein on the lethal consequences of expression of the pro-apoptotic family member Bax. This system has also allowed us to demonstrate biochemically that Bcl-x(L) has two actions at the level of the mitochondrion. Bcl-x(L) is able to inhibit the stable integration of Bax into mitochondrial membranes, as well as hinder the action of Bax that does become stably integrated into these membranes. Taken together, our results suggest that both the functional and biochemical actions of Bcl-x(L) may be based on the ability of this molecule to disrupt the interaction of Bax with a resident mitochondrial target that is required for Bax action. Finally, we confirm that VDAC (voltage-dependent anion channel) is not required for the functional responses observed following the expression of either pro- or anti-apoptotic members of the Bcl-2 family.