Quantitative analyses of protein concentrations, modifications and activities in their native environments are playing an increasingly vital role in unraveling the general principles underlying signal transduction pathways. The prevalent bacterial two-component systems (TCSs) use a central phosphotransfer for signaling; however, in vivo characterization of the kinase and phosphatase activities of TCS proteins is often limited by traditional transcriptional reporter assays and complicated by simultaneous actions of multiple TCS activities. Here, we report a strategy that combines concentration-dependent phosphorylation profiling and mathematical modeling to characterize the cellular activities of the archetype Escherichia coli PhoR/PhoB system. Phosphorylation of the response regulator (RR) PhoB has been found to be dependent on the total concentrations of PhoB/PhoR and saturated at high concentrations. The relationship between RR phosphorylation and total concentrations has been defined by the modeling of the kinase and phosphatase reactions and quantified to derive the biochemical parameters of the PhoR/PhoB system in vivo. In a further test of this approach on a PhoB mutant, PhoB , it proved highly effective in exploring the mechanistic differences of TCSs that are not revealed by traditional reporter assays. Measurement of biochemical parameters for PhoB F20D led to the discovery that a weaker interaction between the histidine sensor kinase and RR could result in a higher and nonrobust phosphorylation due to diminished phosphatase activities.in vivo phosphorylation | two-component signal transduction T wo-component systems (TCSs), one of the predominant signaling schemes in bacteria, connect input stimuli and output responses with a core phosphotransfer between a histidine sensor kinase (HSK) and a cognate response regulator (RR) (1, 2). The signaling pathway is often simply described as a series of steps that include autophosphorylation of HSKs, phosphotransfer to cognate RRs, and output modulation, usually via transcription regulation, mediated by phosphorylated RRs. Far from a simple on/off switch, phosphorylation levels of many TCS proteins are under sophisticated control by multiple enzymatic activities. One of the fundamental questions in TCS studies is what percentage of protein molecules are phosphorylated in the presence or absence of the stimuli, but the exact phosphorylation levels have not been well quantified in vivo. Without the quantification of phosphorylation, it is extremely difficult to characterize TCS kinase and phosphatase activities in their native cellular environments. This has been identified as one of the key questions outstanding in TCS research (3, 4).RR phosphorylation levels are commonly inferred from transcriptional reporter activities even though gene transcription is downstream of RR phosphorylation and often complicated by additional regulatory factors. A change in transcription could result from alteration of RR phosphorylation levels as well as effects of additional uniden...