Our objective has been to improve the commercial potential of a crossflow microfiltration process with lime softening of surface waters rich in humic and fulvic acids. These components complicate the filtration of CaCO//3 solids both in the filter cake layer and through direct interactions with the nylon membrane support surface. We characterize the humic/fulvic acid fouling and developed several strategies for alleviating the problem. Physical cleaning methods like crossflow and backflush alone are ineffective. We devised chemical pretreatment and chemical cleaning procedures which improve performance.