This report concerns measurement of paracasein in milk and transfer of protein from milk to cheese. In the main experiment, two vats of Cheddar cheese were made from each of 11 lots of milk from one large herd over a period of 7 mo. Exclusion of solutes from moisture in paracasein micelles in milk and cheese was central to estimation of paracasein and to the transfer of protein from milk to cheese and whey. Solute-exclusion by paracasein and its changes during cheesemaking could be visualized by considering paracasein micelles to be a very fine sponge. The sponge excludes solutes, especially the large solutes like whey proteins. The sponge shrinks during cheesemaking and expels solute-free liquid, thereby slightly diluting the whey surrounding the micelles inside the curd. Paracasein N in milk was calculated as the difference between total milk N and rennet whey N, the latter adjusted to its level in milk. Adjustment used appropriate solute-exclusion factors (h) of the protein fractions of whey and 1.08 for paracasein and associated salts. They were combined to give a factor Fpc, which adjusted the level of rennet whey N to its level in milk: 1.001 x (1 - 1.01 x FM/100 - Fpc x pc/100), where FM = fat in milk, pc = estimated paracasein, and 1.001 = dilution of milk by chymosin and CaCl2. The mean Fpc was 3.03. Differences in values were small among different procedures for calculating paracasein, but they are considered to be important because they represent biases, which, in turn, are important in analyses commercially. We conclude that solute exclusion by moisture in paracasein must have decreased during cheesemaking because the ratio of moisture to paracasein in the final cheese was 1.5, much less than the h of 2.6 for serum proteins by paracasein. Release of solute-excluding moisture from paracasein during cooking was likely the reason for lower total N in cheese whey than in the rennet whey in the paracasein analysis. Paracasein, estimated to be in cheese, curd fines, salted whey, and whey during cheddaring, was 98.21, 0.20, 0.25 and 0.19%, respectively, of the paracasein in milk for a total of 98.85% (SD of 22 vats = 0.46); the location of the missing paracasein is not known. On the other hand, recovery of milk N in cheese and wheys was 99.92% (SD = 0.37%). Nitrogen in paracasein and its hydrolysis products in cheese was estimated to be 98.51% of total cheese N. Proteose-peptone from milk appeared not to be included with the paracasein in appreciable amounts. Some was apparently included with denatured serum proteins during Rowland fractionation of whey, perhaps as a coprecipitate. Measured paracasein would include fat globule membrane proteins in milk containing fat, and denatured whey proteins in heated milks. It was concluded that the method of measurement and the associated calculations are integral parts of the definition and quantification of paracasein in milk.