The aim of this work to evaluated the effect of ultrafiltartion on chemical composition and antioxidant capacity of whey milk. Whey and ultrafiltered whey milk were used in the present study for the determination of the physic-chemical properties (total solid, fat, ash, nitrogen total and protein) and DPPH-NBT scavenging activities. Contents of TS and ash in ultrafiltered whey milk are about 4.79% and 0.28%. PT contents are respectively 44.45 g/l and 84.85 g/l for for whey and ultrafiltered. Highly antioxidant content of ultrafiltered was confirmed. Free radical scavenging is about 0.024 ml/ml. The antioxidant capacity value determined by NBT was 0.02ml/ml. These finding simplied that bio-active compounds from the ultrafiltered might be potential resources for the development of antioxidant function dietary food.