For many, many years, the commercial and residential properties surrounding the old Woolfolk Chemical Works Superfund site in Fort Valley, Georgia were contaminated eyesores. TheWoolfolk Chemical Works Superfund site is a 31-acre site located in the midst of an African-American neighborhood in the central business district of Fort Valley, Georgia. It resulted from the facility's production, formulation, and packaging of pesticides, herbicides, and insecticides since 1910. In the early 1980's, the Georgia Environmental Protection Division (GEPD) investigated the site based on the complaints from local citizens. Investigations during the 1980's indicated that the site operations had resulted in arsenic, lead, PCB, dioxin, and pesticide contamination at the Superfund site. While the Woolfolk Chemical Works Superfund site once served the community's agricultural economy, today, this site lies at the center of the Environmental Protection Agency's (EPA's) environmental $90 million remediation program. The production company was discharging waste products to a drainage coridor that headed south from the Superfund site through the African-American neighborhood surrounded by two schools, a playground, baseball field, and several churches. Some neighborhood children used the drainage corridor as a play area after being attracted to the beautiful, green colored effluent. What happened to these children? Upon interviewing local residents, many of whom were those children playing in the drainage corridor many years ago; some died and many have health related illnesses. The objectives of this project were: 1) To study the effects of arsenic and lead contaminants entering soil and water sources surrounding the Woolfolk Chemical Works Superfund site and, 2) To study the Superfund site's environmental effects on the Fort Valley, Georgia citizens. Soil and water samples were taken from identified study sites on a 1/2 mile to 2 mile radius away from the Superfund site. Arsenic and lead contamination levels were found to exceed EPA's acceptable limits in many samples. Contamination has affected soil, sediment, and groundwater on both commercial and residential properties in and around the Superfund site. The affected residents are part of an environmental justice community. While the site's cleanup investigation and the baseline risk assessment indicated that there were 48 contaminants of potential concern; the majority of the site risk is being driven by arsenic contamination. The environmental effect that this Superfund site has on this community is detrimental to the health of these Fort Valley, Georgia citizens. Arsenic and lead cleanup, soil removal from neighboring yards, and the installation of protective linings at the Superfund site was a part of EPA's cleanup activities. Today, following cleanup, several of these properties have been transformed into office space, a welcome center, and a 15,000 square foot public library. Recently, a traveling carnival set up on the Superfund site for the Fort Valley, Georgia citizens to come out and have some fun.