With the basic sedimentology and taphonomy of limestone buildups known in the Fort Payne Formation, a detailed systematic study of the crinoid fauna (Phylum Echinodermata) will be made. The Fort Payne Formation is Lower Mississippian (late Osagean; approximately 350 million years old), and this study will be conducted in rocks from south-central Kentucky. Where these rocks are in the subsurface, they are oil and gas producers. Because crinoidal remains are the dominant component in the limestone buildups, it is vital to document fully their diversity and to understand their paleoecologic distribution. This will result in a better understanding of the origin and distribution of these limestones. Specific objectives of the proposed research include 1, species-level systematics of the Fort Payne crinoid fauna, including documentation of within-species variations from the large collections available; 2, determination of the crinoid species composition of Fort Payne paleocommunities; 3, evaluation of the faunal role in the differential development of limestone buildups; 4, integration of these data with crinoid species distributions throughout the midcontinental U.S. in order to understand better the regional distributional controls on late Osagean crinoids. This research will result in the most thoroughly documented paleontologic study of the enigmatic Lower Mississippian Walsortian facies. Further the resulting knowledge of late Osagean crinoids will be one of the most comprehensive data sets available for Paleozoic macroinvertebrates. The resulting regional synthesis of systematics, facies distribution, paleogeography and community paleoecology will be a rich source for future research to which fundamental evolutionary and paleoecologic questions can be addressed.