β-Apocarotenoids are eccentric cleavage products of carotenoids formed by chemical and enzymatic oxidations. They occur in foods containing carotenoids and thus might be directly absorbed from the diet. However, there is limited information about their intestinal absorption. The present research examined the kinetics of uptake and metabolism of β-apocarotenoids. Caco-2 cells were grown on 6-well plastic plates until a differentiated cell monolayer was achieved. β-Apocarotenoids were prepared in Tween 40 micelles, delivered to differentiated cells in serum-free medium, and incubated at 37°C for up to 8 h. There was rapid uptake of β-apo-8'-carotenal into cells, and β-apo-8'-carotenal was largely converted to β-apo-8'-carotenoic acid and a minor metabolite that we identified as 5,6-epoxy-β-apo-8'-carotenol. There was also rapid uptake of β-apo-10'-carotenal into cells, and β-apo-10'-carotenal was converted into a major metabolite identified as 5,6-epoxy-β-apo-10'-carotenol and a minor metabolite that is likely a dihydro-β-apo-10'-carotenol. Finally, there was rapid cellular uptake of β-apo-13-carotenone, and this compound was extensively degraded. These results suggest that dietary β-apocarotenals are extensively metabolized in intestinal cells via pathways similar to the metabolism of retinal. Thus, they are likely not absorbed directly from the diet.