Four deep-sea manganese nodules and one fossil nodule from Timor have been analysed for 45 elements (major elements, rare earths and precious metals) by X-ray fluorescence, spark source mass spectrometry and neutron activation analysis. Co-existing sediments from two nodule sites in the South western Pacific Basin have also been analysed. Differences in nodule composition are apparent, particularly for the Timor nodule. The trace metal compositions of this nodule, however, reveals it to be a typical deep-sea nodule, although some element redistribution has clearly taken place since exposure of the nodule on land. The distribution of a number of elements including Tl, Ir, Pd, Au and the rare earth elements between deep-sea nodules and their associated sediments appears to be dependent on a number of factors including the major element composition of the nodule (e.g. dilution by the silicate phase of the nodule), the differing stability of various element complexes in seawater, and the influence of differences in redox states on complex stability. Au and Si, on the other hand, are positively correlated in nodules and sediments possibly because they have a common source, either submarine detritus or basalt-seawater interaction. The rare earth contents of the sediments from the N.E. sector of the Southwestern Pacific Basin are high compared with previous determinations of rare earths in marine sediments and show no evidence of Ce depletion relative to La on a shale-normalised basis. These high contents reflect the well oxidised conditions and low sedimentation rates of this environment.