The phase behavior of the glycerol monooleate (GMO)-sodium cholate-water (or 0.9 wt% NaCl) system has been examined in the solvent-rich part, using small-angle X-ray scattering and conventional methods. Addition of cholate up to 7% of the total amphiphile swells the cubic phase of the binary GMO-water system so that it takes up almost 70% of water in the salt-free case and 55% in salt. With more bile salt the lamellar phase also appears highly swollen (up to 85% in water, 75% in brine). In the salt solution a small isotropic L 3 -phase region replaces the lamellar phase at a solvent content of about 79%. The lamellar phase can accept only about 0.2 cholate molecule per GMO, in both water and brine, and a phase with globular micelles (L 1 ) follows and dominates the diagram. No threadlike micelles appear in this system. Investigation of the particle structures with cryo-transmission electron microscopy (TEM) in dilute systems (99% solvent) show globular micelles and coexisting vesicles and globular micelles. In the presence of salt, dilution of the L 3 phase results in dispersed globular particles with an irregular internal morphology that suggests they are a dispersed L 3 phase. These particles coexist with faceted particles having an inner structure giving a hexagonal pattern in projection, suggested to derive from the cubic phase. The cubic phase in the salt-free systems did not give dispersions stable enough for cryo-TEM examination.