Abstract The Upper Cretaceous is one of the rare stratigraphic intervals in the Netherlands that can be studied in outcrop. The quarrying of chalky limestone and interbedded chert nodules in South Limburg has contributed to the study of these rocks and their notable fossil content. During the Late Cretaceous, a transgression which had started in the Jurassic resulted in a complete flooding of the current extent of the Netherlands. A fairly uniform succession of marine marls and limestones of the Texel and Ommelanden formations of the Chalk Group developed. This period of calm sedimentation was locally interrupted by the Sub-Hercynian (Santonian-Campanian) and Laramide (Paleocene) tectonic inversion phases. The resulting erosion removed much of the Cretaceous succession, especially in areas of the former Jurassic basins. However, deposition continued unabated in the previous Jurassic high areas, resulting in significant sediment thicknesses of more than 1800 m. The biostratigraphy and paleoenvironments of the Upper Cretaceous can be studied in detail in outcrop in South Limburg, including the Cretaceous-Paleogene boundary.