Technical Abstract: Raw and cooked whole grain sections of milled, medium grain California rice were compared for gross histological and morphological features using fluorescence and scanning electron microscopy (SEM). Cooked and raw grains were compared and the differences assessed by autofluorescence of the cell walls and correlating fluorescence to SEM images. Milled, raw grains contain fine cracks throughout the endosperm. Cooked grains have wider, more defined cracks suggesting that they serve as channels for water migration into the grain during cooking. Water penetrates unequally into the grain during cooking: low water penetration produces dense regions with minimal starch gelatinzation and high water penetration produces large voided areas. The voids occur in the transverse orientation of the grain and are the main of cause grain expansion during cooking.