Examination of the stomach contents of rainbow smelt caught in bottom trawls in Lake Michigan during mid October, 1982, revealed that of 267 rainbow smelt (Osmerus mordax) with food in their stomachs, 56% (150) had eaten young-of-the-year fish. Nearly 15% of the prey fish consumed were bloaters (Coregonus hoyi), 21 % were alewives(Alosa pseudoharengus), and the rest could not be positively identified but were probably bloaters and alewives. Although smelt predation did not appear to have affected bloater abundance, continued increases in smelt abundance and declines in alewife populations could lead to increased predator pressure on bloater stocks, which are in the process of rebuilding.