A modified settling chamber is described which permits the use of an upright compound microscope for phytoplankton enumerations. The chamber is composed of a 75 × 51 mm rectangular or 70 mm round-glass microslide base with a 130 μm thick piece of sheet styrene attached to the upper surface. A circular cell is cut into the styrene material making a 26 mm diameter chamber which is approximately 130–150 μm deep. Settling procedures follow Utermohl's technique, with the use of a 0.13–0.15 mm thick coverslip (50 × 45 mm) to cover the chamber. The overall thickness of the settling slide is 1.13 mm which does not impact on the optical requirements for most objectives, including oil immersion objectives. The chamber encloses a total volume of 69–80 mm3. No statistical differences are observed in cell, filament or colony counts between the new and traditional chambers. Furthermore, count comparisons at different cell concentrations using the new chambers give consistent results. Thus, the resolution and availability of an upright microscope makes the use of the new settling chamber an attractive method for phytoplankton counting, especially in teaching situations.