In an attempt to make dried noodles with composite flours utilizing rice and wheat flours, noodle-making characteristics were improved by the addition of popped rice and wheat flours to rice flour. Their quality was studied in terms of physical properties, noodle-making characteristics, cooking quality test and sensory evaluation. Dried noodle of the composite flour was produced by the conventional method. The results are summerized as follows; 1. In comparing the composite flours, the rice flour containing 30% popped rice flour had a lower maximum viscosity than that with 40% popped rice flour by method of amylograph. The composite flour(20% rice+30% popped rice+50% wheat flour) with added 2% xanthan gum showed the viscosity characteristics which was similar to that of wheat flour. 2. Addition of $1.5{sim}2.0%$ xanthan gum and $40{sim}50%$ wheat flour to rice and popped rice flour mixture helped to improve the noodle making properties and the cooking quality, and the noodle making properties and the cooking quality of the mixed flour were almost the same as those of wheat flour alone. 3. The composite flour (rice+popped rice+wheat flour) with xanthan gum showed a higher score in sensory evaluation than that without xanthan gum. The general acceptability scores obtained with the noodle products made of the composite flours with 30% popped rice flour was not significantly different from that of noodle products made of wheat flour alone. However, the noodle products made of the composite flours showed rather higher scores in odor and palatability than the products made of wheat flour alone.