Seasonal changes in microzooplankton abundance were identified in the mesohaline Chesapeake Bay and several tributaries from July 1992 through December 1995. Ciliates numerically dominated, comprising over 90% of the total microzooplankton density and aloricate ciliates usually outnumbered loricate ciliates. Copepod nauplii accounted for the highest microzooplankton biomass (>75% in dry weight). Rotifers made small contributions to the total microzooplankton density and biomass (<5%). Time series analysis indicated a twelve month cycle in microzooplankton abundance, and mid-summer(August) peaks for copepod nauplii, and a spring through fall peaks (May-October) for ciliates. Rotifers showed two seasonal peaks: one in mid-summer(August) at the river stations and the other in mid-winter(February) at the mesohaline stations. Seasonal peaks of copepod nauplii and rotifers coincided with the mesozooplankton abundance peak. On the other hand, ciliate maximum usually occurred between the phytoplankton and mesozooplankton peaks. This pattern of microzooplankton seasonality suggests the intermediate trophic role of microzooplankton (especially ciliates) between the phytoplankton(especially picophytoplankton) and mesozooplankton in Chesapeake Bay and its tributaries.