Abstract: A concentrate, system and low-temperature process for preparing a shelf-stable milk concentrate that does not require ultra-high temperature thermal processing for control of the microbiology of the product is disclosed herein. The method preferably incorporates aseptic technology and the enzymatic reduction of lactose to control water activity. The method preferably includes the enzymatic conversion of the lactose in the milk to its component sugars glucose and galactose, which preferably changes the colligative properties of the concentrate, decreases the amount of free water, and reduces the osmolarity.