An XPS investigation was carried out on the surface film formed by exposure to high-purity water. on mechanically polished Mg and the two Mg-Al intermetallic compounds: Al3Mg2 and Mg17Al12, The result for mechanically polished pure Mg indicates that a film of MgO covered by a Mg(OH)2 layer, formed by the reaction of MgO with water vapour in the air. On immersion in distilled water, this film was hydrated to a duplex film with an inner MgO layer next to the Mg metal and an external porous layer of hydroxide. For both intermetallics, there was preferential dissolution of magnesium from the mechanically ground surface and also during aqueous immersion. After immersion, there was a 10 nm thick, stable film on the surface; the film composition on Al3Mg2 Was AlMg1.4O0.2(OH)(5.4) that on Mg17Al12 was AlMg2.5(OH)(8).