For studying the effect of different dietary fats on carcinogenesis, fatty acid composition of membrane and lipid peroxidation were measured. Male Sprague-Dawley rats were fed on diet containing 15%(w/w) beef tallow or soybean oil. A single dose of 50 mg 2-AAF/kg B.W. was injected i.p. in each diet group 10 times. Rats were sacrifled after 1, 5, 10, and 15 weeks from the first injection. By 2-AAF injection, !ipid peroxidation increased slightly compared to control group. The rats fed on different fats had similar MDA production and those fed on soybean oil had slightly higher free radical concentration measured by ESR. In young rats, iipid peroxidation level was high and hydroxy radical production was higher in soybean oil group than in beef tallow group. With age, the lipid peroxidation values were decreased initially then increased. The fatty acid composition in microsomal membrane was reflected by dietary fatty acid composition. In soybean oil group, monoenoic acid was lower and polyunsaturated fatty acid was higher than beef tallow group. Linoleic acid contents showed the most discrepancy among groups. By 2-AAF treatment, iinoleic acid content and unsaturation index increased in soybean oil group. But in beef tallow group, there was no difference in fatty acid contents.