A theoretical study is made of the behaviour of clusters of spheres falling in a viscous fluid under the assumptions that: (a) intertial effects are negligible, (b) the distance between any two spheres is larg compared with their radii. The equations of motion are derived and solved for a number of particular cases and the results compared with the experimental observations of the same motions reported in the preceding paper (Jayaweera, Mason & Slack 1964). For three or four spheres, initially in a horizontal line, the theory is in general agreement with the experiments. Three spheres forming an isosceles triangle are shown to oscillate about the horizontal and about the equlateral shape, so that this theory is unable to explain the observed tendency for three to six spheres to form a regular horizontal polygon. The stability of the steady configuration of n spheres at the vertices of a regular horizontal polygon is examined and it is found that the configuration is only stable for n < 7, which explains why this configuration is not observed for more than six spheres.