A filter assembly having a first stage filter that filters particulates from fluid flowing through the filter and a second stage filter downstream of the first stage filter that coalesces water from the fluid. By providing the first stage filter upstream of the second stage filter, particulate filtration capacity and efficiency may be provided while protecting the second stage filter from particulates. Protecting the second stage filter from particulates allows for the life of the second stage filter to be extended while providing efficient emulsion removal in the filter assembly.