Rockpools on a tropical f lat reef off the southeastern coast of Brazil were sampled to determine the influence of pool morphometry and water characteristics on fish communitystructure. The pool closest to the inner fringe of the reef had lower salinity and higher temperature due to inflow of groundwater. The other pools varied only with respect to their morphometric characteristics, algal cover, and bottom composition. Species with a strong affinity for estuarine-like waters characterized the pool closest to the beach and distinguished its fish community from that of the other pools. Instead of being strongly structured by the physicochemical setting and position in the reef, fish communities of the other pools were determined by behavioralpreferences and intra- and interspecific interactions. Differences in community structure were related to pool size (the larger sizes permitting the permanency of schooling species), to algal cover (which allowed camouflage for large predatory species), to bottom composition (which provided substrate for turf flora available to territorial herbivores), and to ecologicaleffects (e.g., competition, territoriality, and predation). Although distribution patterns of tidepool fishes have previously been related to the availability of niches, independent of pool position in the reef, our results show synergistic interactions between water properties, presenceor absence of niches, and ecological relationships in structuring tidepool fish communities.