Abstract: A bacteria-free foamable oil-in-water emulsion including chocolate is prepared by forming an emulsion containing (1) 5-35 wt % of oil, (2) 3-30 wt % of chocolate component, (3) 10-30 wt % of sugar component, (4) 0.5-4 wt % of sodium caseinate, (5) 0.02-0.1 wt % of phosphoric acid salt, (6) 0.05-3 wt % of stabilizer, (7) 2-6 wt % of defatted milk solid, (8) 3-10 wt % of emulsifier based on the oil and (9) 40-60 wt % of all solid components in the emulsion and by sterilizing the said emulsion by heating at ultra high temperature. The bacteria-free foamable oil-in-water emulsion including chocolate has long time stability and high foamability, and it meets the current demand for baking or confectionary products having softness and wetness.