The fish farming using net cages has been developed in many semi-closed bays in the southern coast of Korea for the last two decades. The intensive cage cultures of fishes generate considerable amounts of organic waste in the form of uneaten food and faeces. In order to evaluate the effect of fish farming activities we collected the benthic macrofauna near the fish farm area located in Wolho Islet of Gamak Bay and in Haklim Island of Tongyeong in November 1998. Benthic macrofaunal assemblages showed dramatic changes in species number, species diversity, and faunal abundance in the region of the fish farm. These changes were clearly observed even at a distance of up to 30 m from the fish farming cage area. Within 5 m from the cage, there was a zone with low species diversity and highest density, dominated by opportunistic polychaete worm, Capitella capitata. By a distance of 15-30 m, this zone presents highest species number and higher density. Our results clearly demonstrated that fish farm area was highly enriched with organic materials, and implied that the fish farm industry and adjacent benthic ecosystem in semi-closed bay will be seriously damaged by self produced organic wastes in the near future.