This study was conducted to clarify the distribution pattern of macrobenthic soft-bottom dwelling animals near the shellfish farming ground in Chinhae Bay, Korea Sampling was seasonally performed with van Veen grab$(0.1m^2)$ from October 1990 to July 1991. Benthic animals collected during the study comprised 107 species which amounted to 6,978 individuals: 52 species from polychaetes$(48.6\%)$, 34 species from crustaceans$(31.8\%),$ 14 species from molluscs$(13.1\%)$ and 7 species from other faunal groups$(6.5\%)$. The dominant species were four polychaetes and one amphipod: Lumbrineis longifolia, Capitella capitate, Mediomastus sp., Sigambra tentaculata and Erictonius pugnax. The study area could be divided into 3 regions based on the faunal similarity which was closely related to the content of organic matter in the surface sediment. The benthic community located near the shellfish farming ground showed large spatial and seasonal variations in species diversity and evenness in contrast to the stable values off the farming area. The oxygen deficient water mass below 2 ml/l In thi bottom layer during the summer stressed and depauperated the benthic community in the autumn of 1990. However, the benthic community did recover during the winter. It is postulated that the cyclic phenomenon of summer mortality followed by winter recovery may be a common characteristic in benthic communities subjected to a high level of organic pollution.