The objectives of this research are to (1) observe changes in particle size distribution due to formation of microflocs during coagulation process (2) identify the membrane fouling potential on cross flow system (3) investigate the mechanism of membrane fouling. The rate of flux decline for the hydrophobic membrane was significantly greater than for the hydrophilic membrane, regardless of pretreatment conditions. The pretreatment of the raw water significantly reduced the fouling of the UF membrane. Also, the rate of flux decline for the hydrophobic membrane was considerably greater than for the hydrophilic membrane. Applying coagulation process before membrane filtration showed not only reducing membrane fouling, but also improving the removal of dissolved organic materials that might otherwise not be removed by the membrane. That is, during the mixing period, substantial changes in particle size distribution occurred under rapid and slow mixing condition due to the simultaneous formation of microflocs and NOM precipitates. Therefore, combined pretreatment using coagulation not only improved dissolved organics removal efficiency but also flux recovery efficiency.