The Navy has expressed a need for an ultrafiltration or direct osmosis concentration (DOC) system that can 1) concentrate shipboard graywater/secondary oily waste to at least 95%, 2) reject 95% of the heavy metals, and 3) produce an effluent with BOD levels less than 30 ppm. In response to that need, Osmotek proposes to develop a DOC system that shows exceptional fouling resistance, will have metal-ion rejection, and will have total rejection of soap and oil. The system will have very low energy requirements, low operating costs, simple operation, use very low pressures, and will easily be automated. In Phase I Osmotek will conduct an experimental study of how the membrane casting process affects DOC membrane performance, A long term test will also be conducted to demonstrate the reliability and fouling resistance of the technology. In Phase II a prototype will be designed, build and operated under actual field conditions. Osmotek has pioneered commercial development of DOC technology, holds several patents in the field, and is currently marketing systems in food processing. The proposed research will improve membrane performance in all applications.