The objective of this study was to improve the functional properties of cream and prolonging  its  shelf life. The cream whether fresh or sour, which is fortified with A. bisporus at levels 0, 3%, 6% and 9% and their effect on the composition, bacteriological, biochemical, rheological and organoleptic properties beside the nutritional and daily values. Cream containing 20% fat was made using fresh cream (60% fat), fresh skim buffalo's milk (0.1% fat) and fresh butter from buffalo's milk (0.3% fat). The results indicated that the addition of A. bisporus at all levels was of  remarkable effect on the total solid, fat, total protein, ash, fiber and total carbohydrates. The data clear that there is a relationship between the bacterial population and the supplementing of A. bis from porus^,slevel. Lioplytic and proteolytic bacteria, yeast and mold were not detected in cream. The acidity content decreased while the pH increased by increasing the level of A. bisporus. Acidity increased gradually in all treatments during storage period. Fresh cream fortified with A. bisporus exhibited lower peroxide value than sour cream fortified with A. bisporus.The obtained results indicated that cream fortified with A. bisporus was significantly distinguished with increase values of total mono and total poly unsaturated fatty acids, viscosity, total flavonoids, β- carotene, niacin, phenolates and folates, while the values of cholesterol and vitamin E decreased. All cream treatments made with A. bisporus had acceptable flavor, body and texture and appearance during storage period, except the treatment containing  level 9% of A. bisporus, whitch had the lowest total score. Consequently, it is possible to produce a functional cream with excellent sensory attributes and shelf life using A. bisporus at a level 6%.