Morphological characterization of carotid plaques has been used for risk stratification and evaluation of response to therapy, evaluation of new risk factors, genetic research, and for quantifying effects of new anti-atherosclerotic therapies. We developed a 3D US system that allows detailed studies of carotid plaques in 3D. Our software includes 3D reconstruction, viewing, manual and semi-automated segmentation of carotid plaques, and surface morphology analysis to be used for quantitative tracking of plaque changes. We evaluated our plaque quantification software by examining plaque volume measurement accuracy, variability, and plaque surface morphology. We used vascular test phantoms to study segmentation accuracy, and used 48 3D US carotid plaques of patients ranging in size from 13.2 mm(3) to 544.0 mm(3) to study plaque volume measurement variability. We compared results from the semi-automated plaque measurements to the results obtained from manual measurements, which were used as the "gold" standard. We developed a surface plaque morphology quantification technique based on the segmented plaque surface curvature and used it to analyze plaques. Accuracy of plaque volume measurements for the simulated plaques ranged from 4.2% to 1.5% for volumes ranging from 68.5 mm(3) to 286 mm(3). The variability study showed that coefficients of variation in the measurement of plaque volume decreased with increasing plaque size for both inter- (90.8-3.9%) and intra-observer (70.2-3.1%) measurements over the plaque sizes measured. Surface morphology analysis showed that 1 mm ulceration could be quantified and monitored for changes over time. The automated plaque quantification approach showed a little higher intra-observer variability than the manual technique, and its performance was better for segmenting the wall than the lumen. Our results indicate that our approach is sensitive tool and can be used in studies of plaque progression and regression as it relates to atherosclerosis treatment effects and can be used effectively in longitudinal studies for direct measurement carotid plaque volume.