Many ailments and/or malfunctions of the body have been observed to change the viscous behavior and elastic properties of biological soft tissues. The technique of elastography has evolved to image such properties. The clinical evidence gathered during studies involving elastography to identify cancerous lesions is very promising. However, the quantification of the resolution and specificity of elastography is best achieved under a controlled study using tissue-mimicking phantoms. One challenge is to reproduce viscoelastic behavior in phantoms as observed in biological tissues. In this paper, polyacrylamide gel based tissue-mimicking phantoms have been developed to experimentally study the role of viscoelastic properties in a controlled manner. To measure the Young's modulus, the phantoms were subjected to linear loading, and the stressstrain relationship is deduced therefrom. It is seen that the phantoms show hysteresis behavior. The viscoelastic properties of these phantoms were measured by subjecting the samples to cyclic loading. Normal forces during this process of loading were also measured as a measure of sample elasticity. To emulate the normal and pathological lesions, samples were prepared with varying concentration of monomer and studied. Three models, namely, Maxwell, KelvinVoigt (KV), and KelvinVoigt fractional derivative (KVFD), were chosen to fit the experimental data. Of these, the KVFD model was found to be best fitting for the experimental data obtained. Results indicate that stiffer samples exhibit large variations in the storage modulus when the precompression levels are altered. © 2006 IEEE.