The effects of bulk milk cell count (BMCC) and stage of lactation on the quality and storage characteristics of UHT milk were investigated. The UHT milk was manufactured in a pilot plant using milk of low BMCC from early and late lactation, and milk of high BMCC from early and late lactation. Upon storage at 20°C, early lactation UHT milk gelled far ahead of late lactation milk. Within each stage of lactation, high BMCC milk tended to gel first. Few differences in the organoleptic properties of the UHT milks were observed. It was apparent that the onset of age gelation may not always be related directly to the level of proteolysis, and that other factors influencing milk composition and the reactions between milk components may play more important roles. At a particular stage of lactation, proteolysis induced by mastitis may hasten the onset of gelation.