Abstract: The research will continue and extend the study in the Southern Ocean that was initiated during the Oden Southern Ocean 2006 expedition in collaboration with Swedish scientist Mellissa Chierici. We will quantify carbon flux through the food web in the marginal ice zone (MIZ) by measuring size fractionated primary and secondary production, grazing and carbon flux through nanoplankton (2-20 um), microplankton (20-200um), and mesoplankton (200-2000 um). Community structure, species abundance and size specific grazing rates will be quantified using a variety of techniques both underway and at ice stations along the MIZ. The proposed cruise track extends across the Drake Passage to the Western Antarctic Peninsula (WAP) with three station transects along a gradient from the open ocean through the marginal ice zone (MIZ) in the Bellinghausen and Amundsen Seas and into the Ross Sea Polynya. Ice stations along each transect will provide material to characterize production associated with annual ice. Underway measurements of primary and secondary production (chlorophyll, CDOM, microplankton, and mesoplankton) and hydrography (temperature, salinity, pH, DO, turbidity) will establish a baseline for future cruises and as support for other projects such as biogeochemical studies on carbon dioxide drawdown and trace metal work on primary production. The outcome of these measurements will be a description of nano to mesoplankton standing stocks, community structure, and carbon flux along the MIZ in the Bellinghausen and Amundsen Seas and the Ross Sea Polynya.