Laboratory feeding experiments using transgenic Bacillus thuringiensis (Bt) cotton plants were carried out to evaluate the transmission of Bt toxin among trophic levels and the effects of Bt-fed herbivorous prey on the coccinellid predator Propylaea japonica (Thunberg). The experimental host plants were transgenic Bt-expressing cotton cultivars, NuCOTN 33B and GK-12 and one corresponding untransformed isogenic (non-Bt) cultivar. The herbivorous prey, cotton aphid Aphis gossypii Glover, was not sensitive to Bt toxin. Trace amounts of Bt toxins (6.0 ng/g fresh mass [FM] in GK-12, 4.0 ng/g FM in NuCOTN 33B) were detected in A. gossypii feeding on Bt cotton cultivars. Bt toxin was detected in ladybirds preying on Bt-fed aphids, and its quantity increased as the predatory period extended (5–20 d). Small amounts of Bt toxin was also found in newly hatched, unfed coccinellid larvae when their parents fed on NuCOTN 33B-reared aphids (15.0 ng/g FM), but not when the parents were fed on GK-12–reared prey. In experiments assessing life history consequences, mortality was low (mean = 7.9%), confirming that the rearing methods were appropriate. There were no distinct differences in preimaginal mortality between predators reared on Bt-fed or Bt-free aphids. The preimaginal stages of the ladybird beetles developed faster when reared on prey fed on either Bt-cotton cultivar than those fed control prey. There was a trend of more adult malformations when the predator was fed with prey from one (GK-12) but not the other of the Bt cotton cultivars than on control prey. There were no significant differences in the preovipositing period or in fecundity. Ladybird beetles preying on Bt-reared aphids matured faster and mated more frequently than those fed on Bt-free aphids. These results indicate that Bt toxin expressed in transgenic cotton cultivars can be transmitted to a higher trophic level through a nontarget pest insect and may alter the biology and behavior of a predatory ladybird. Further work should evaluate the possible long-term, sublethal impacts on the agroenvironment under field conditions.