Distribution and habitat use are presented on the 50 most abundant fish species captured in shallow nearshore waters (< 20 m offshore and < 5 m deep relative to mean lower low water (MLLW) of southeastern Alaska. Fish were captured with a beach seine at 41 locations from 1998 to 2004. At each location, habitats sampled included sand or gravel beaches with no attached vegetation, cobble beaches with understory kelps (e.g., Laminaria saccharina), soft bottom (sand, silt, or mud) beaches with eelgrass (Zostera marina), and steep bedrock outcrops. A total of 538 seine hauls yielded 448,166 fish. Based on total catch, the three most abundant species were walleye pollock (Theragra chalcogramma), Pacific sand lance (Ammodytes hexapterus), and Pacific herring (Clupea pallasii). Mean catch per seine haul was greatest in eelgrass for 30 of the 50 most abundant species. Juveniles dominated the catch of all species captured. For example, mean size of walleye pollock, Pacific sand lance, and Pacific herring was less than 100 mm fork length. Distribution patterns were evident for many fish species; some are widely distributed throughout southeastern Alaska (crescent gunnel, Pholis laeta), whereas others are confined to southern waters (kelp perch, Brachyistius frenatus) or more outside coastal waters (black rockfish, Sebastes melanops). Shallow nearshore waters support a diverse and abundant community of fish, many of commercial importance. Information on distribution and habitat of nearshore fish assemblages will help resource managers identify and protect coastal areas at risk to human disturbance.