Two spectroscopic probes are used to expose molecular level changes in hydration shell water interactions that directly relate to such issues as preferential hydration and protein stability. The major focus of the present study is on the use of pyranine (HPT) fluorescence to probe as a function of added osmolytes (PEG, urea, trehalose, and magnesium), the extent to which glycerol is preferentially excluded from the hydration shell of free HPT and HPT localized in the diphosphoglycerate (DPG) binding site of hemoglobin in both solution and in Sol-Gel matrices. The pyranine study is complemented by the use of vibronic side band luminescence from the gadolinium cation that directly exposes the changes in hydrogen bonding between first and second shell waters as a function of added osmolytes. Together the results form the basis for a water partitioning model that can account for both preferential hydration and water/osmolyte-mediated conformational changes in protein structure.It is becoming ever more apparent that water plays a major role both in stabilizing protein structures and in modulating protein dynamics (1-15). Many of the impressive advances in understanding the interplay between water and proteins and the resulting impact on protein stability have been derived from thermodynamic analyses and simulations (14,16,17). Molecular level probing of the hydration shell of proteins under conditions that either enhance or destabilize native structures has proven to be a more daunting task due to the relative dearth of suitable probes and probe techniques. In the present study we utilize pyranine (HPT) 2 as a site-specific fluorescent probe that provides direct spectroscopic detail relating to interactions within hydration layers. In addition, the hydration shell information provided by pyranine is supplemented with Gd 3ϩ vibronic side band data that expose how hydrogen bonding between first and second hydration shell waters is influenced by osmolytes. Together the results from these two probes directly relate to issues such as preferential hydration and osmolyteinduced changes in protein stability. The results are consistent with a relatively simple model that partitions waters and the associated water interactions into three domains: surface waters directly interacting with the hydrated molecule (e.g. protein, cation, chelate etc.), waters within the hydration layer that are impacted by these surface waters, and bulk solvent. The results also support the concept of at least two modes through which osmolytes can alter water interactions within the hydration layer: traditional preferential hydration mechanisms and alteration of hydrogen bonding patterns.The fluorescence from pyranine (8-hydroxy-1,3,6-pyrene trisulfonate, referred to as HPT in the subsequent text) is highly responsive to the composition of its solvent shell. This sensitivity arises from the dissociation/recombination behavior of the single ionizable hydroxyl on the HPT fluorophore (18,19). For the electronic ground state of HPT, the pK a of this prot...