We examined fish populations and environmental characteristics of pool and riffle habitats of Little Beaver Creek, Montana, a small northern Great Plains stream. We collected 4,980 fishes representing 20 species in eight families. The most abundant and species-rich family was Cyprinidae. Nearly 88% (4,369) of all fishes were collected in pools. Pools also supported greater numbers ofspecies (x = 6.3, SO = 2.6, n = 58) than did riffles ( x = 2.2, SO = 1.9, n = 47). Most species showed distinct patterns of relative abundance along the stream gradient. Community changes were primarily reflected by the downstream addition of species; species replacement was of less importance. A multivariate analysis of fish relative abundance identified two relatively well-defined pool fish assemblages: a downstream assemblage comprised largely of native fluvial cyprinids, and a more diverse midstream-upstream assemblage comprised of fishes from several families. No well-defined assemblages were identified in riffle habitats. Environmental measures of stream size, substrate characteristics, water clarity, and banks ide conditions appeared to be associated with differences in fish assemblage structure. However, correlations between habitat conditions and fish assemblages were weak, possibly because a complex of factors act conculTently to shape assemblages.