Rice bran protein is an emerging protein source from rice milling that possesses health benefits and emulsifying capacity suitable for hypoallergenic encapsulation applications, especially for lipophilic compounds such as β-carotene. The purpose of this study is to develop and characterize β-carotene encapsulates with maltodextrin and rice bran protein. Rice bran protein was prepared using conventional alkali extraction. β-carotene was added to the composite wall materials (50:50 of 4%, 8%, 12%, and 16% solids content) and spray-dried. Encapsulation efficiency (85–98%) and radical scavenging activity (11–43%) varied proportionally with rice bran protein. Across increasing maltodextrin and rice bran protein content of the feed, carbohydrate content of the microcapsules varied proportionally (50–66%) but protein content was uniform (10–13%). Scanning electron microscopy, differential scanning calorimetry, and Fourier transform infrared spectroscopy data suggested successful encapsulation. Release profiles showed decreasing trend with increasing rice bran protein content; co-digestion with rice mitigated negative impacts of rice bran protein. Microcapsules with nutritive potential and health-promoting properties were developed as potential carotenoid delivery systems.