The apparent relative viscosity (?/ r ) of stored homogenized ultra-heattreated ' coffee' cream increased with time (t) at a rate which was a function of mean fat globule diameter (d) and fat volume fraction (); the rate was also influenced by Na 2 CO 3 and Na citrate when present as stabilizing additives. Viscosity increases were attributed to the progressive flocculation of fat globules and to the strengthening of the structure formed by the gradual accretion of casein micelles on to globule surfaces and their points of contact (bridging). The expressionwhere t is in days and d in jim, was found to hold over a 12-week storage period for a batch of creams (> = 0-143) of different d values prepared from the bulk cream containing carbonate and citrate stabilizers; ij 0 is the relative viscosity at t = 0 and & is a rate parameter. In the absence of stabilizers the parameter k assumed a smaller value and so appeared to be a function of chemical composition of the cream and of forces of particle interaction; seasonal factors were also suspected of influencing k. The effect of the fat volume fraction on storage behaviour was not fully resolved, but there was some evidence that the proportionality log i / r a l /^ was appropriate.The changes that occur in the stability and composition of ultra-heat-treated (UHT) aseptically packed milk and cream during storage has been the subject of several recent studies (Samel et al. 1971; Cheng & Gelda, 1974;Anderson et al. 1977). The proteins in UHT milk were considered by Samel et al. (1971) to undergo several changes on storage which favoured casein aggregation and eventual coagulation of the milk. In the case of UHT 'coffee' cream, morphological alterations in the casein micelles and continuous redistribution of components between the fat and aqueous phases were found to take place during storage of the cream (Anderson et al. 1977). The degree of association between fat globules and casein micelles was also found to depend upon storage time, irrespective of storage temperature.Such structural association of components can produce changes of a progressive kind in the rheological properties of stored products. This paper describes a viscometric study of the aggregation process and structural build-up of the components in stored, homogenized UHT ' coffee' cream and an investigation of the interrelationship of the cream variables, relative viscosity v r , mean milk fat globule (MFG) diameter d, fat phase fraction 0 and the cream storage time t.