In most ripened cheeses, bacteria are responsible for the ripening process. Immobilized in the cheese matrix, they grow as colonies. Therefore, their distribution as well as the distance between them are of major importance for ripening steps since metabolites diffuse within the cheese matrix. No data are available to date about the spatial distribution of bacterial colonies in cheese. This is the first study to model the distribution of bacterial colonies in a food-type matrix using nondestructive techniques. We compared (i) the mean theoretical three-dimensional (3D) distances between colonies calculated on the basis of inoculation levels and considering colony distribution to be random and (ii) experimental measurements using confocal microscopy photographs of fluorescent colonies of a Lactococcus lactis strain producing green fluorescent protein (GFP) inoculated, at different levels, into a model cheese made by ultrafiltration (UF). Enumerations showed that the final numbers of cells were identical whatever the inoculation level (10 4 to 10 7 CFU/g). Bacterial colonies were shown to be randomly distributed, fitting Poisson's model. The initial inoculation level strongly influenced the mean distances between colonies (from 25 m to 250 m) and also their mean diameters. The lower the inoculation level, the larger the colonies were and the further away from each other. Multiplying the inoculation level by 50 multiplied the interfacial area of exchange with the cheese matrix by 7 for the same cell biomass. We finally suggested that final cell numbers should be discussed together with inoculation levels to take into account the distribution and, consequently, the interfacial area of colonies, which can have a significant influence on the cheese-ripening process on a microscopic scale.During cheese making, regardless of the cheese type, bacteria are immobilized in the curd during the coagulation step. It is generally accepted that 90% of the bacteria present in the milk are retained, trapped in the curd, while only 10% are lost in the whey during draining (16). In cheeses made by ultrafiltration (UF), the draining step is absent, and 100% of the cells are then retained in the curd. In any case, after immobilization by coagulation, each inoculated bacterial cell is assumed to grow, generating a colony inside the curd. Colonies are then spread within the cheese curd, and they interact with the cheese matrix during ripening. Consequently, the ripening process must take place on a microscopic scale around colonies. Only studies showing microscopic examinations of bacterial colonies in cheese either by electronic microscopy (24) or, more recently, by confocal laser scanning microscopy (7, 19) have been reported.The ripening process (proteolysis, lipolysis, amino acid catabolism, and the production of organic acids, etc.) relies on the metabolic activities of bacterial colonies, leading to the formation of flavors and textures of cheese (11,25). So far, ripening has always been described with average processes on the che...