hysico-chemical characteristics and eight heavy metals (Fe, Mn, Cu, Co, Cr, Ni, Pb and Cd) of Wadi El Rayan Lakes water were evaluated from summer 2009 to spring 2010. Salinity (TDS) and major ions show highly significant difference between the two lakes. On the other side, station 1 in 1 st lake (infront El Wadi Drain) exhibits the highest content of nutrient salts and heavy metals.The mean values of Fe, Mn, Cu, Co, Cr, Ni, Pb and Cd in the 1 st lake were 562. 33, 82.71, 15.49, 9.69, 11.86, 11.68, 9.66 and <0.20µg/l respectively, on the other hand, the values were 372. 00, 56.70, 10.37, 7.72, 9.72, 9.43, 6.79 and <0.20µg/l in the 2 nd lake respectively. The present results revealed that the 2 nd lake undergoes progressive increase in salinity, especially in the last decade and the lake water may be salinized with time, leading to a great revolutionize in fauna, flora and environment of these lakes. On the other hand, the discharge of pollutants via El Wadi Drain causes unfavorable impact on the lakes environment.