Description: The composition and distribution of squid and fish collected by Rectangular Midwater Trawls in the upper 200 m were investigated during the BROKE-West (Baseline Research on Oceanography, Krill and the Environment-West) survey (January-March 2006) in CCAMLR Subdivision 58.4.2 of the Southern Ocean. A total of 332 individuals were collected, with the most abundant fish species being Pleuragramma antarcticum (34%), Notolepis coatsi (27%) and Electrona antarctica (26%); and the most abundant squid being Galiteuthis glacialis (64%). Abundances of all species were among the lowest recorded using this type of gear. Cluster analysis revealed two distinct communities: a notothenioid-dominated coastal community and an oceanic community dominated by mesopelagic fish and squid. Environmental factors related to this segregation were explored using Redundancy Analysis (RDA). The notothenioid P. antarcticum was associated with shallow areas with high chlorophyll a concentrations. Larval stages of E. antarctica, N. coatsi and G. glacialis were found over deeper water and were positively correlated with higher temperatures and a deeper-reaching mixed layer. Postmetamorphic stages of E. antarctica were caught mostly after sunset and were negatively correlated with solar elevation. The observation of higher densities in the eastern part of the sampling area reflects a temporal rather than a geographical effect. Samples of the three most abundant fishes, E. antarctica, P. antarcticum and N. coatsi, were analysed for gut content. All species fed on a variety of mesozooplankton including copepods, amphipods and euphausiids, which is consistent with previous reports on similar life stages. Mean body energy density was highest for E. antarctica (27 kJ g-1), while it was similar for P. antarcticum and N. coatsi (22 kJ g-1). The high energy content emphasizing the importance as a food resource for top predators in the Southern Ocean.