Slurries of whey protein concentrate (WPC) or sodium caseinate (Na-CN) mixed with sucrose (36% T.S.) were subjected to microparticulation by a high shear homogenizer operated at 27,000 rpm for 2, 4, and 6 min to facilitate gel formation. After microparticulation treatment, the milk protein and sucrose slurries were evaporated at 85 degrees C for 60 min under a partial vacuum (20 to 45 mm of Hg) to form composite gels. Particle sizes and viscoelastic properties were determined before microparticulation treatment. Microparticulation reduced the particle size of WPC-sucrose slurries from an average size of 330 to 188 nm after 4 min and NaCN-sucrose slurries from 270 to 35 nm after 2 min. The WPC-sucrose composites were gel-like, but NaCN-sucrose composites did not gel. Viscoelastic properties of heated WPC-sucrose composites were liquid-like, exhibiting significant reduction in storage modulus and complex viscosity. Microparticulation reduced particle sizes, which resulted in softer gels as time of shearing increased.