Accurate dynamic measurement of the contiguous and non-contiguous components of multiphase fluid flow systems is of signal interest to the chemical process and energy industries. Until now these have been many attempts to accurately assess the phases present in such liquid systems with little processes to date. Most of these early attempts to utilize capacitance or dielectric type probes which were evasive and were subject to fouling or otherwise rendered inoperative ats some time during the period of measurement. This proposal addresses the problem by a non- invasive ultrasonic technique. The proposed study will focus on the feasibility of developing a probe for monitoring quantitatively the dispersed phase fraction of an oil-water dispersion. This technique is based upon the time of passage of an ultrasonic signal through a flowing two phase liquid system. The variables will be the effective droplet size, wall thickness and geometry, wall material, fluid composition, temperature, pressure, and signal pathlength. The impact of these and other variables will be assessed under a wide range of flow conditions. The PI's appear well qualified for this work and their facilities appear to be adequate.