A novel method of impregnation was used to make thermoplastic prepregs with aqueous suspension of polymer powder and AS-4 carbon fibers. The prepregging, consolidation, and laminate evaluation procedures are described in this report. The need and importance of a dispersing and binding agent and its interactions with the composite matrix are assessed. A time-temperature-pressure consolidation cycle was designed for PEEK prepreg. Two thermoplastic polymers were studied : LaRC-TPI, provided by Mitsui Toatsu Chemicals, and Poly(etheretherketone), synthesized in Virginia Tech Chemistry Department. Comparison of LaRC-TPI composites to those made at NASA-Langley Research Center demonstrated good reproducibility of the techniques used in this study. The last PEEK composites fabricated compared well to the ICI standards. / Master of Science