The demersal fish fauna of the mesohaline zone of the Westerschelde estuary (south-west Netherlands) was sampled intensively in the period 1990-1992. Almost 500 beam trawl samples were taken in both subtidal (330 samples) and intertidal (144 samples) habitats. These yielded 44 fish species, mostly as juveniles. The area functioned as a nursery for several demersal fish species, and harboured large populations of hyperbenthic mysids. Three gobies, three flatfish, one clupeoid and one gadoid dominated the fish fauna, while three mysid species were important components of the holohyperbenthos. From c. 1500 stomach contents of 25 fish species, 44 prey species were identified, the most abundant of which were also common in the hyperbenthal. The demersal fish community consisted of a group that foraged subtidally on fast-moving epi- and hyperbenthic prey (for example gadoids, gobies and clupeoids) and a group that foraged on slow-moving or sessile endobenthic organisms, mainly in intertidal areas (for example most flatfish species). Mysidacea occurred in >50% stomachs analysed and were taken as prey by 19 of the 25 fish species. Mysids were most important in the diets of Pomatoschistus minutus, P. lozanoi, Trisopterus luscus and Merlangius merlangus , and were present in appreciable numbers in Pleuronectes flesus, Trigla lucerna, Clupea harengus and Pleuronectes platessa . These species fed mainly on the brackish water endemic Neomysis integer . Mesopodopsis slabberi (present in 35% of the gobiid stomachs) and Gastrosaccus spinifer (present in 25% of the gadoid stomachs) were of secondary importance. P. minutus and T. luscus showed a diet shift from calanoids ( Eurytemora affinis and Temora longicornis ) to mysids at L s of 30 and 50 mm, respectively. Only 1% of the standing stocks of the N. integer and M. slabberi populations was removed by the local demersal fish community, so top-down control of mysid populations in estuaries seems unlikely.