Composite films of polypropylene (PP) and modified calcium carbonate (CaCO 3 ) were prepared in a twin screw extruder with particle content varying from 0.5, 1.0, and 1.5 phr. The CaCO 3 surface was modified by palmitic acid (PA) at 1, 3, and 5 %wt. The modified CaCO 3 surface was characterized by FTIR and XRD to indicate that the modifier is combined on the CaCO 3 surface. The results showed that optimum of PA attached to that CaCO 3 surface was 5 %wt. The influence of modified CaCO 3 with and without PA of PP film on the mechanical (tensile strength, Young's modulus and elongation at break), barrier (OP), thermal (DMTA, DSC), physical (XRD, SEM and OM) properties were studied. The results observed that incorporation of modified CaCO 3 0.5 phr into PP film showed more dispersion than PP with CaCO 3 . Furthermore, the addition modified CaCO 3 increased tensile strength, Young's modulus, oxygen permeability and melting point from 22.10 MPa, 984.21 MPa, 3.22 10 -17 m.m 3 /s.m 2 .Pa, and 156.16 ºC (neat PP) to 28.38 MPa, 1222.88 MPa, 3.43 10 -17 m.m 3 /s.m 2 .Pa, and 160.37 ºC (PP/0.5 modified CaCO 3 ), respectively. The finding on PP/modified CaCO 3 composite films has potential for microwaveable packaging.