Trihalomethane and nonpurgeable total organic-hallide formation potentials were determined for water samples from 12 sites along the Mississippi River from Minneapolis, MN, to New Orleans, LA, for the summer and fall of 1991 and the spring of 1992. The formation potentials increased with distance upstream, approximately paralleling the increase of the dissolved organic- carbon concentration. The pH and the dissolved organic-carbon and free- chlorine concentrations were significant variables in the prediction of the formation potentials. The trihalomethane formation potential increased as the pH increased, whereas the nonpurgeable total organic-halide formation potential decreased. All formation potentials increased as the dissolved organic-carbon and free-chlorine concentrations increased, with the dissolved organic-carbon concentration having a much greater effect.