The objective of this project is to determine the feasibility of producing a high-performance, ultrafiltration system for removing dissolved organic materials from water. Specific objectives of the initial phase of this research include the characterization of surfactant micelles for solubilization of the pollutants, evaluation of membrane performance and process optimization to determine the technical feasibility of the process concept. This project proposes to investigate an innovative concept for removing contaminants from water by a filtration process through a membrane. This is a Phase I award made in accord with Program Solicitation NSF 90-31, Small Business Innovation Research (SBIR). The project addresses a significant problem in dealing with treatment of industrial wastewaters that contain petroleum hydrocarbons and heavy metals and may prove useful for reducing the environmental impact of those discharges on surface and groundwater.