This proposal continues our investigations into film forming polyelectrolyte-surfactant solutions. We have found that mixed cat-anionic micelle systems offer greater control over micelle shape and charge density, allowing us to form films with a wider range of polymers than our original cationic solutions. Here we wish to extend this work by investigating incorporation of sparingly soluble species in mixed micelles to work towards application of these films in controlled release systems. Previously we studied cyclohexane and cyclohexanol in cationic surfactant-PEI films, so we will use the same species in the proposed experiments in cat-anionic mixed micelles to compare with these results. We will also study incorporation of Nile red, a dye used in fluorescence studies of encapsulation/release to understand the effects of this dye on micelle solution structures with and without PEI.