Enzymatically modified proteins produced from gelatin by papain-catalyzed incorporation of leucine hexyl ester and leucine dodecyl ester, designated as EMG-6 and EMG-12, respectively, are known to be potent surfactants [Agric. Biol. Chem., 46, 173 (1982)]. In the present study, experiments were carried out to characterize the phase behavior of these surface-active proteins in concentrated aqueous systems at elevated temperatures. For 60%- and 70%-EMG products, it was found that their elasticity and viscosity as represented by the storage modulus (G') and loss modulus (G), respectively, decreased greatly at 30°C and 80°C. Polarized microscopic observations showed that in the temperature range of 30-80°C, a liquid crystalline structure of a lamel ar type was formed. Differential thermal analysis demonstrated that, in accordance with the liquid crystal formation, an endothermic process took place, which gives evidence for an energetic change associated with this phase transition. Such phase transition phenomena were not observed for a gelatin hydrolysate, bovine serum albumin and casein used as controls.