The aims of this study were to asses an environmental condition and observe changes of heavy metal con­cen­trations and distribution in water of the upper and middle Odra River. In order to estimate levels of heavy metal pollution in the upper and middle Odra River and its tributaries, in May and November 1998, June 1999 and May 2000, a total of 147 samples of river water were taken. Heavy metals (Zn, Pb, Cu, Cd, As, Cr, Ni, Mn, Fe) in the water samples were analysed by ICP-MS. According to the LAWA classification, water in the Odra River and its tributaries are moderately to highly con­tami­nated with heavy metals. High metals concentration is mainly due to ag­ri­cul­tural and industrial activities such as pet­ro­chemi­cals, petroleum refining, steel works foundries and non-ferrous metal-works. The lev­els of pollution vary in wide ranges, depending on the metal. Highest Cd, Cu and Zn con­cen­trations were observed par­ticu­larly in middle part of the Odra River at the Lubin - Legnica Cu-mining and processing region.