Zooplankton samples collected at low and high water in 14 and 21 stations respectively along some 900 km of the Orinoco and its Delta, revealed the presence of 100 rotifer and 48 cladoceran taxa. Of these, only 13 rotifer and 8 cladoceran species were frequent and numerically important, mainly Keratella americana, Lecane proiecta, Ploesoma lenticulare, Polyarthra vulgaris, Bosmina tubicen, Bosminopsis deitersi, Diaphanosoma birgei and Moina minuta. Nauplii were dominant among the copepods. At low water, rotifers were by far the most abundant group (mean 49 org./l ) followed by cladocerans (mean 2.8 org/l) and copepods (1.5 org/l). At high water, rotifer densities declined to a mean of 3,5 org/l, followed by copepods (mean 3.4 org/l) and cladocerans (1.2 org/l). Mean zooplankton densities at low water were eight times higher than at high water. At low water, longitudinal zooplankton densities seemed to be influenced by tributary river waters. At high water, densities were generally low up to the Delta where a longitudinal increase was observed. A high proportion of egg carrying cladocerans, particularly B. tubicen, B. deitersi and M. minuta, were observed at low water along the sampling sites, suggesting an ability of the species for growth and reproduction in the river.