Abstract. We present a novel stochastic process algebra that allows the expression of models representing systems comprised of populations of agents distributed over space, where the relative positions of agents influence their interaction. This language, PALOMA, is given both discrete and continuous semantics and it captures multi-class, multi-message Markovian agent models (M 2 MAM). Here we present the definition of the language and both forms of semantics, and demonstrate the use of the language to model a flu epidemic under various quarantine regimes.