<p>  </p> <p>The study of two-phase flow in different orientations can allow for greater understanding of the fundamentals of two-phase flow dynamics. While a large amount of work has been performed for vertical flows and recent work has been done for horizontal flows, limited research has been done studying inclined upward two-phase flows between those two orientations. Studying two-phase flows at various inclinations is important for developing physical models and simulations of two-phase flow systems and understanding the changes between what is observed for symmetric vertical flows and asymmetric horizontal flows. The present work seeks to systematically characterize the effects of inclination on adiabatic concurrent air-water two-phase flows in straight pipes. An experimental database is established for local and global two-phase flow parameters in a novel inclinable 25.4 mm inner diameter test facility using four-sensor conductivity probes, high speed video capabilities, a ring-type impedance meter, a pressure transducer, and a gamma densitometer. Rotatable measurement ports are employed to allow for local conductivity probe measurements across the flow profile to capture asymmetric parameter distributions during experiments without stopping the flow. Some of the major effects of inclination are investigated, including the effects on flow regime transition, bubble distribution, frictional pressure loss, and relative motion between the two phases. Flow visualization and machine-learning methods are employed to identify the transitions between flow regimes for inclined orientations, and these transitions are compared against existing theoretical flow regime transition criteria proposed in literature. The theoretical transitions in literature agree well with both methods for vertical flow, but additional work is necessary for angles between 0 degrees and 60 degrees. The effect of inclination on two-phase frictional pressure drop is explored, and a novel adaption of the Lockhart-Martinelli pressure drop correlation is proposed, which is able to predict the pressure drop for the conditions investigated with an absolute percent difference of 2.6%. To explore the relationships between orientation, void fraction, and relative motion, one-dimensional drift flux analyses are performed for the data at each angle investigated. It is observed that the relative velocity between phases decreases as the angle is reduced, with a relative velocity near zero at some intermediate angles and a negative relative velocity for near-horizontal orientations.  Existing modeling capabilities that have been developed for vertical and horizontal flows are evaluated based on the local two-phase parameters collected at multiple orientations. The performance of the one-dimensional interfacial area transport equation for vertical and horizontal flows is tested against experimental data and a novel model for horizontal and inclined-upward bubbly flows is proposed. Finally, an evaluation of existing momentum transfer relations is performed for the two-fluid model using three-dimensional computational fluid dynamics tools for horizontal and inclined. The prediction of the void fraction distribution and gas velocity profiles are compared against experimental data, and improvements to the lift force model are identified based on changes in the relative velocity between phases. </p>