During capacitation, major changes take place in the sperm plasma membrane so as to render it fusogenic and responsive to zona pellucida glycoproteins. However, the mechanisms involved have not been defined. As bicarbonate is known to be the key component that induces capacitation, we have investigated the bicarbonate-dependent changes in the boar sperm's plasma membrane architecture. We have discovered that bicarbonate induces a rapid collapse of phospholipid transverse asymmetry, exposing phosphatidylethanolamine and phosphatidylserine at the outer surface of the lipid bilayer. The collapse, which is reversible, is brought about as a result of activation of the phospholipid scramblase that exchanges phospholipids in a non-specific fashion between the two leaflets of the lipid bilayer. The activation takes place via a cyclic AMP–protein kinase A-dependent pathway and is initiated via stimulation of the so-called ‘soluble’ adenylyl cyclase in the sperm cell by bicarbonate. As a result of the collapse and the concurrent increase in phospholipid exchange, removal of cholesterol by albumin is facilitated (perhaps due to increased lipid packing disorder). This finding is in conflict with earlier surmises that cholesterol loss precedes activation of the cyclic AMP–protein kinase A axis. We have noted that not all cells in a given sperm population show rapid changes in response to bicarbonate stimulation; samples from individual boars also differ in their response. Maturation differences between cells have been found to play an important role in such functional heterogeneity.