Subtidal areas of the Kermadec Islands have not previously been described; samples from a bay at Raoul Island are discussed here. Abundances and percentage cover of benthic organisms were assessed from the high intertidal to 20 m depth using quadrat sampling. Fish abundances were assessed subtidally by random transects in shallow (3-6 m deep) and deep (14-20 m) areas of the reef. Hard corals occurred at 2-18 m depths at densities of 5 colonies per m 2 , but colonies were generally small. Soft coral colonies occurred at similar densities, but were confined to depths of 5-13 m. The mean percentage cover of corals did not exceed 20% at any one depth, and coral reefs did not occur. Fucalean and laminarian algae were not seen. The most abundant algae were foliose and filamentous species, and encrusting red algae. These covered over 80% of the reef at some depths. Grazing invertebrates were not abundant. Echinoids were found primarily in shallow water, reaching a density of 5 per m 2 at 5 m depth. The most abundant gastropod was the endemic limpet, Patella kermadecensis, which reached densities of 21 per m 2 , and was confined entirely to a zone in the low intertidal-shallow subtidal region. Mid to high intertidal areas were mostly barren, with high numbers of Nerita atramentosa, but few other invertebrates. Forty-five species of fish were seen, 11 of which were new records for the Kermadec Islands. Several herbivorous fish (kyphosids, pomacentrids, and aplodactylids) were found mostly on shallow areas of the Corals were sparsely distributed and stands of large brown algae were not encountered. Sea urchins were abundant in patches, whereas larger herbivorous fish were found only in shallow water. The geographic isolation of these islands and their relatively recent geological history may be the most important factors affecting species composition for this area of the Pacific Ocean.