Carbon Nanotubes have been functionalized with a layer of poly (sulfopropyl methacrylate) synthesized from silane initiators attached to the walls of the Carbon nanotubes. On top of the poly sulfo propyl methacrylate, lipid vesicles composed of 75% 1,2-Dioleoyl-sn-Glycero-3-Phosphocholine and 25% 1,2-Dioleoyl-sn-Glycero-3-[Phospho-L-Serine] were assembled. The surface modification of the Carbon Nanotubes and lipid assembly were followed by TEM. Confocal Raman Microscopy was used to study the uptake and localization of the surface modified Carbon Nanotubes in the HepG2 cell line. The localization of the Carbon Nanotubes in the cells was affected by the surface coating. It was found that poly (sulfopropyl methacrylate) and lipid modified Carbon Nanotubes were present in the region of the lipid bodies in the cytoplasm.