ZOOPLANKTON OF THE UPPER MISSISSIPPI RIVER: SPATIAL PATTERNS OF COMMUNITY STRUCTURE AND THE INSHORE RETENTION CONCEPT Alexander P. Levchuk1 and John H. Chick1 Illinois Natural History Survey, Great Rivers Field Station, Brighton, IL 62012 Zooplankton in the Upper Mississippi River System (UMRS) are understudied relative to zooplankton in large lentic systems and even other large rivers. These understudied organisms are an important part of the biota of the UMRS, supporting an abundant and diverse zooplanktivorous fish community. Using zooplankton samples collected as part of the United States Environmental Protection Agency’s Great Rivers Ecosystem Environmental Monitoring and Assessment Program, this study describes large-scale spatial patterns in zooplankton community structure and relates these patterns to environmental variables in the UMRS. Zooplankton community structure in the UMRS varies by river reach (Upper, Lower, and Open River), with higher densities of crustacean zooplankton observed in the Upper Reaches. The surface area of habitat features, thought to function as retention zones, above each sampling site was quantified using Aquatic Areas GIS data available from the Upper Midwest Environmental Sciences Center and combined with water quality data collected concurrently with zooplankton sampling. Overall community structure was correlated with temperature, conductivity, and upstream retention zones. Rotifer community structure was only correlated with retention zones in the channel border, but crustacean community structure was correlated with retention zones in both the channel border and floodplain. Community structure of cladocerans and rotifers was most correlated with upstream habitat features one day’s distance upstream; whereas, copepod community structure was most correlated with habitat features three days’ distance upstream. In addition to correlating zooplankton community structure with inshore retention zones in the UMRS, this study represents the first attempt to determine the spatial scales at which the presence of upstream inshore retention zones affects zooplankton community structure and composition. Keywords: zooplankton, inshore retention, habitat composition, GRE-EMAP, GIS