This study examined the relationship between the sediment pollution and the occurrence of polychaetes in a heavily polluted saltwater lake, Lake Shihwa on the west coast of Korea, separated from the sea by a dike in 1994. The species composition of polychaete assemblage was compared with that found off the lake in Kyeonggi Bay. Environmental variables investigated both in and off the lake were the grain size distribution, chemical oxygen demand(COD) and metal concentrations (Al, Fe, Mn, V, Co, As, Pb, Cr and Cu) in the sediment. We sampled sediments at 10 stations in the lake and 25 stations in Kyeonggi Bay using a modified van Veen grab. The levels of COD, chromium, and copper in sediments were much higher in Lake Shihwa than in Kyeonggi Bay. Differences in the species composition were found along the pollution gradient. An azoic zone was observed in the most heavily polluted area at the upper reach of the lake and the Polydora ligni zone in the center of the lake. Bottom fauna were diverse in Kyeonggi Bay; however, Heteromastus filiformis predominated in the organically enriched sediment. The density of dominant species differed along the pollution gradient. The highest density or H. filiformis was round at the COD level or around 5.8 mg/g. The COD level in the sediment where P. ligni predominated was tow-fold higher than that where H. filiformis occurred in large numbers. The chromium and copper contents at which P. ligni showed a maximum abundance were 120 mg/kg and 127 mg/kg, respectively. The density of H. filiformis was highest at concentrations of 56 mg/kg chromium and 13 mg/kg copper.