Okpa is a traditional dish prepared from milling Bambara nut into flour. It is a popular savoury Nigerian delicacy originating from the South-Eastern part of Nigeria, particularly Enugu State made from ground Bambara nut. It serves as a staple cuisine among the inhabitants of the Eastern region of Nigeria for breakfast or as a snack. It has a firm texture, typically steamed in banana leaves or nylon bag with palm oil, pepper and salt. This study was designed to investigate the effects of sprouting and dehulling on the proximate composition, phytochemical, and organoleptic properties of Okpa prepared from flours of three different Bambara groundnut (Vigna subterranea) varities namely: cream, black and red. Samples of the three varieties were obtained from Cereal Research Institute Bida and were transported in airtight containers to the Food Science and Technology Laboratory of the Department of Food Science and Technology University of Maiduguri where they were subjected to sprouting and dehulling at ambient temperatures prior to their milling into flours. The proximate composition and anti-nutrients analyses of flours and Okpa were carried out using the Standard Analytical Techniques, whereas the organoleptic properties were evaluated by twenty semi trained panelists made up of students and staff who were familiar with the Okpa using 9-point hedonic scale under controlled laboratory conditions. The results of the proximate composition, expressed in percentages, showed significant differences (p≤0.05) between protein and fat contents of the sprouted red and black varieties, the mean values were 22.7±82.43% and 8.70±3.74%, respectively; and the mean crude fiber contents of the dehulled cream variety was 13.07±0.41%. The results also showed a significant decrease (p≤0.05) in the phytochemical contents of both the sprouted and dehulled samples of the flours and the Okpa produced from the flours. On the organoleptic qualities, the results obtained suggested that the dehulling resulted in an improvement in color, texture, taste, and aroma, as evidenced by the higher mean values observed in the dehulled black Bambara groundnut Okpa samples; whereas the sprouted samples recorded higher mean values in terms of overall acceptability of Okpa produced from the flours of the three Bambara groundnut varieties. The study therefore, recommended that households should be encouraged to use the red and black Bambara groundnut varieties as they contain higher nutrients when compared with the cream variety.