A plume of process-affected groundwater was identified in a shallow sand aquifer adjacent to a tailings impoundment at Syncrude Canada Ltd. Quantitative and qualitative Naphthenic Acid (NA) analyses were performed on groundwater samples to investigate NA fate and transport properties in the subsurface. Analysis of dissolved organic and inorganic components was undertaken to identify, quantify and assess the mobility of other dissolved components of environmental significance. Solid phase geochemistry, determined through solid phase extractions, was coupled with aqueous geochemistry and reactive transport modeling to identify the dominant geochemical processes occurring within the plume. Based on scenarios evaluated using reactive transport modeling, the most likely origin for the presently observed, weakly reducing conditions in the plume appears to be the presence of a small amount of dissolved, degradable organic carbon. (Abstract shortened by UMI.)