Analysis of heavy-mineral distribution in modern sediments of Willapa Bay, Washington, indicates a dominance of two mineralogic assemblages, one with approximately equivalent amounts of hornblende, orthopyroxene and clinopyroxene, the other dominated by clinopyroxene. The hornblende-orthopyroxene-clinopyroxene suite is derived from the Columbia River, which discharges into the ocean a short distance south of the bay. The clinopyroxene suite is restricted in modern sediments to sands in rivers flowing into the bay from the east. The heavy-mineral distributions suggest that sand discharged from the Columbia River, borne north by longshore transport, and carried into the bay by tidal currents accounts for most of the sand within the interior of Willapa Bay. Three heavy-mineral assemblages are present in the surrounding Pleistocene deposits; two of these are identical to the modern assemblages described above. These heavy-mineral assemblages reflect the relative influence of tidal and fluvial processes on the Late Pleistocene deposits; their relative influences are consistent with those inferred on the basis of sedimentary structures and stratigraphic relations in about two-thirds of the samples examined. The anomalies can be explained by recycling of sand from older deposits. The persistence of the two heavy-mineral assemblages suggests that the pattern of estuarine sedimentation in Late Pleistocene deposits closely resembled that of the modern bay. The third heavy-mineral suite, dominated by epidote, occurs in a few older Pleistocene units. On the north side of the bay, the association of this suite with southwest-directed foresets in crossbedded gravel indicates derivation from the northeast, perhaps from an area of glacial outwash. The presence of this suite in ancient estuarine sands exposed on the east side of the bay suggests that input from this northerly source may have intermittently dominated bay deposition in the past. ?? 1983.