Taxonomic composition, distribution and resources of the macrobenthos within the depth range of 5-230 m are considered on the materials collected by bottom sampler in the survey conducted in Peter the Great Bay in 2011 (233 stations, 400 samples). The same grid of samplings was used as in the previous survey in 2003. The data were averaged within 5 domains: Amur Bay, Ussuri Bay, the Western (westward from 131 о 30′ E), Central (131 о 30′-132 о 30′ E) and Eastern (eastward from 132 о 30′ E) areas. In general, the average total biomass of the macrobenthos in Peter the Great Bay in 2011 was 241.8 ± 21.1 g/m 2 , that is almost the same as in 2003 (265.4 ± 25.1 g/m 2 ). The main taxonomic groups of macrobenthos were: bivalves (34.0 %), polychaetes (23.0 %), phoronids (7.1 %), and barnacles (7.1 %); these 4 groups formed 71.1 % of its total biomass and with other 11 common groups with the portions 11,0-3.5 % each (sea anemones, nemerteans, echiurans, amphipods, gastropods, sea stars, brittle stars, sea urchins, holothurians, ascidians, and algae) - 96.6 % of its total biomass. Relative to 2003, the portion of polychaetes and phoronids became larger (15.8 % and 4.33 % in 2003, respectively), and the portions of holothurians and echiurians became smaller (12.1 % and 7.3 % in 2003, respectively). The value of Shorygin-Shoener similarity index ( I CS ) of the macrobenthos of Peter the Great Bay was 79.7 % in both 2003 and 2011. Decreasing of bivalves and increasing of polychaetes were observed in all areas of Peter the Great Bay. In the Amur Bay, the mean total biomass and ratio of the dominant groups didn’t change, with exception of some decreasing of bivalves and increasing of polychaetes. In the Ussuri Bay, the mean total biomass and composition of the dominant groups did not change, too, but the portions of holothurians and echiurans decreased significantly and the portions of phoronids increased more than 3-fold. In the Western area, the place of echiurans, which in 2011 were practically not found, was occupied by sea urchins and ascidians, the biomass of brittle stars was 1.5-fold decreased, too, but amphipods became more abundant. In the Central area, the biomass of holothurians decreased in 8 times that caused the 1.7-fold decreasing of the mean total biomass of macrobenthos. In the Eastern area, the most significant changes were the sponges decreasing and almost 2-fold increase of the polychaetes biomass. The total resources of macrobenthos in Peter the Great Bay are assessed in 2011 at 1.5 million tons (340 thousand tons less than in 2003). The gross biomass of bivalve mollusks and polychaetes was estimated at 473 and 404 thousands tons, respectively, or in sum about 60 % of the total biomass of macrobenthos. Between the 2003 and 2011, the following prominent changes of the taxa gross biomass occurred: polychaetes +100 . 10 3 t, bivalves -80 . 10 3 t, echiurans -100 . 10 3 t, and holothurians -400 . 10 3 t. Anyway, the dominant taxonomic groups of Peter the Great Bay macrobenthos were constantly bivalves and polychaetes (and barnacles in the Amur Bay) and all changes in taxonomic structure or even replacing each other concerned the subdominant and minor taxa. Reasons of some changes, as significant (dozens of times) decrease in the biomass of holothurians and echiurans (mainly Pentamera calcigera and Echiurus echiurus ) are still vague and possibly are related to biology of these species.