************************************************************************* 62135 We propose a deep ASCA observation of one representative broad absorption line (BAL) QSO. PG0946+301 has been chosen as the best target for our large collaborative campaign. Deep ASCA spectroscopy will provide the first high quality measurements of the ionizing continuum and total column density of the warm absorbers in BALQSOs. Photoionization modeling of this spectrum, combined with existing HST and ground-based optical spectra, will enable us to characterize the dynamics, ionization, and metallicity of the outflows. Results for this typical BALQSO are immediately generalizeable to BALQSOs as a class. Since BALQSOs are probably normal QSOs viewed along a sightline passing through a BAL outflow, we expect to provide a unique probe of conditions near the nucleus of most QSOs. *************************************************************************