A fluid filter comprising a housing extending axially along an axis, a pleated main filter element having a plurality of pleats in a closed loop having an outer perimeter defined by a plurality of outer pleats, and an inner perimeter defined by a plurality of inner pleats, said loop having a hollow interior extending along said axis, wherein fluid to be filtered flows through said main filter element from an upstream dirty side to a downstream clean side, said pleats forming wall segments extending in serpentine manner between said inner and outer pleat tips, said wall segments extending axially between upstream and downstream ends, said wall segments defining axial flow channels therebetween, said upstream ends of said wall segments being alternately sealed to each other to define a first set of flow channels open at their upstream ends, and a second set of flow channels interdigitated with said first set of flow channels and closed at said upstream ends, said downstream ends of said wall segments being alternately sealed to each other such that said first set of flow channels have closed downstream ends, and said second set of flow channels have open downstream ends, such that fluid flows substantially directly axially through said main filter element, through said open upstream ends of said first set of flow channels then through said wall segments then through said open downstream ends of said second set of flow channels, a safety filter element in said housing downstream of said main filter element, wherein said main filter element has first and second axial ends, said first axial end is open and provides an axial flow exit passage therethrough, said safety filter element is in said hollow interior downstream of said main filter element and has first and second axial ends, said first axial end of said safety filter element is adjacent said first axial end of said main filter element, said first axial end of said safety filter element is open and provides an axial flow exit passage therethrough, and comprising a first end cap at said first axial end of said main filter element, and a second end cap at said first axial end of said safety filter element, and wherein said filter is mounted in a housing having an axial end with a flange extending axially between said first and second end caps and sealed respectively thereagainst, said flange having an outer surface sealed against said first end cap, said flange having an inner surface sealed against said second end cap.