A preliminary investigation of temporal and spatial variations in floodwater chemistry was conducted during winter and spring 1998 in the Yolo Bypass floodplain of the Sacramento River system. Samples were collected at locations along the eastern margin of the floodplain over the duration of the study and across the floodplain during major periods of inundation. Specific conductance and dissolved organic carbon concentrations along the eastern margin of the Yolo Bypass varied inversely with discharge. The Sacramento River was the greatest source of discharge to the floodplain during major periods of inundation. Increases in specific conductance and dissolved organic carbon were observed along the eastern margin during periods of lower discharge, when local streams accounted for a significant fraction of the total discharge through the Yolo Bypass. Apparent influences of local stream discharges also were observed in surface waters near the western margin of the floodplain during major periods of inundation. Although river and local stream sources of suspended particulate matter appeared important, in-floodplain processes were likely contributors to temporal and spatial variability in concentrations. Values for the C:N ratio of the particulate matter were lowest during periods of decreasing and low discharge through the floodplain, indicating production of phytoplankton in floodplain waters or supply to the floodplain by local stream sources. Phytoplankton discharged from the Yolo Bypass was detected by chlorophyll a monitors downstream in the Sacramento River during this study.