Benthic macrofauna of the continental shelf off Otago Peninsula, south-eastern New Zealand (45°51′S, 170°52′E) was surveyed by dredge sampling during 1973–1975. Numerical classification (Canberra metric coefficient and flexible sorting) was used to produce site groups and species groups, and three major benthic communities were recognised: a shallow-water (14–25 m) fauna inhabiting well-sorted fine sand, a mid-shelf fauna (concentrated in the depth range 50–76 m) associated with sediments containing the greatest proportions of gravel and siltclay, and a predominantly sand-bottom fauna occurring mainly on the outer shelf (87–150 m). All station groups were dominated numerically by polychaetes (mean of 36·6–56% of individuals) with Mollusca (13·8–25%) or Crustacea (12·1–19·4%) the next most abundant group.The inshore sand fauna was the most distinct, characteristic elements being the trochid gastropod Antisolarium egenum, an amphipod of the genus Hippomedon and dense patches of the spionid polychaete Spiophanes bombyx. Diagnostic species of the mid-shelf mixed sediments were Lepidonotus jacksoni, Psammolyce antipoda, Lumbrineris brevicirra and Phyllamphicteis foliata (Polychaeta), Terenochiton otagoensis, Micrelenchus caelatus caelatus, Maoricolpus roseus roseus and Zegalerus tenuis (Mollusca), Ampelisca chiltoni (Amphipoda) and Amphipholis squamata (Ophiuroidea). Outer shelf sand stations were faunally less distinct, but among the more characteristic species were Euthalenessa fimbriata, Sigalion sp. and Euchone sp. (Polychaeta) and Gari stangeri (Bivalvia). Several abundant species were widely distributed among station groups, notably Nephtys macroura, Lumbrineris magalhaensis, Phyllochaetopterus socialis and Owenia fusiformis (Polychaeta) and Nucula nitidula and Tawera spissa (Bivalvia).Free-living lunulitiform Bryozoa of the genus Otionella were a characteristic component of inner and outer shelf sand faunas, and their inshore penetration probably marks the outer limit of a turbulent zone.Species diversity (Margalef's d) varied markedly across the shelf and appeared to be related primarily to the degree of sediment heterogeneity. Mixed sediments of the middle shelf were particularly rich in species.