The nonlinearized Poisson-Boltzmann equation has been numerically solved to obtain the electrostatic potential inside and outside of hollow spherical shells suspended in an aqueous medium. The geometrical characteristics of the shells were chosen to correspond to those of the small (100 to 600 A radius) vesicles typically formed by sonication of phospholipids or membranes. The boundary conditions were specified using the following assumptions: (i) The shells are permeable to ions, permitting an electrochemical equilibrium to exist between the inner and outer solutions, (ii) Both inner and outer surfaces of the shell bear ionizable groups, but only the total (in plus out) degree of dissociation is given, (iii) The cell model for finite concentrations of vesicles was employed. The additional assumption of electroneutrality within the vesicles was used in most of the reported calculations. It is shown that for vesicles having radii in the range studied here, the computed results obtained with and without the electroneutrality constraint are nearly the same. The electrostatic potential was studied as a function of salt concentration, vesicle concentration, shell thickness, radius of shell, and surface area per ionizable group. The ionic distribution, activity coefficients, Δp K , and osmotic coefficient were obtained from the electrostatic potential. The degree of dissociation under all circumstances was found to be less on the inside than the outside. The average potential of the inside solution is larger in magnitude than that outside the shell at low salt and polyelectrolyte concentrations. At high salt concentration the potentials are similar inside and outside, whereas at high polyelectrolyte concentration, but low salt, the magnitude of the potential is larger outside than inside.