Concentrations of trace metals in the South China Sea (SCS) were determined off the coast of Terengganu during the months of May and November 2007. The concentrations of dissolved and particulate metals were in the range of 0.019-0.194 μg/L and 50-365 μg/g, respectively, for cadmium (Cd), 0.05-0.45 μg/L and 38-3,570 μg/g for chromium (Cr), 0.05-3.54 μg/L and 21-1,947 μg/g for manganese (Mn), and 0.03-0.49 μg/L and 2-56,982 μg/g for lead (Pb). The order of mean log K D found was Cd > Cr > Pb > Mn. The study suggests that the primary sources of these metals are discharges from the rivers which drain into the SCS, in particular the Dungun River, which flows in close proximity to agricultural areas and petrochemical industries. During the northeast monsoon, levels of particulate metals in the bottom water samples near the shore were found to be much higher than during the dry season, the probable result of re-suspension of the metals from the bottom sediments.