Health of red morwong, Cheilodactylus fuscus and rock cale, Crinodus lophodon was assessed using histology to determine effects of the Sydney cliff outfalls on these two species. Ten individuals of each species were sampled from three outfall sites and three control sites. Benign epitheliocystis, presence of metazoan parasites, epithelial lifting, telangiectasis, haemorrhage and inflammation were found in the gills of some individuals. Hemosiderin was present in melanomacrophage aggregates in liver and spleen of some fish and also in kidneys of a few fish collected in Malabar outfall site. Hyaline droplets were present in tubular epithelium in kidney of some fish, particularly in the individuals collected from Malabar. Although for some changes there was a trend of greater prevalence at the outfall sites, there was no statistically significant difference between the fish from outfall sites and control sites. Most changes were species specific and the differences were statistically significant. This suggests problems with extrapolating results from one species to others. Greater replication, smaller range of size, chemical analysis of tissue residues as well as better knowledge of the fate of sewage and oceanographic processes would improve interpretation of any future surveys. A multidisciplinary approach would be most beneficial for pollution studies.