The Brinkmarsh Beds (Wenlock, Silurian) of the Tortworth Inlier, near Bristol, SW England were deposited in shallow marine water on the southern margin of the Welsh Basin. Occasional sandstone units are interpreted as storm-induced deposits that periodically overwhelmed the quiet-water deposition of siltstones and mudstones. Evidence for storm-bed deposition is the episodic nature of the sandstone units, their erosive bases, hummocky cross-stratification in some, and suspended coquinites in others. There are two types of shell bed within the sequence: in situ units within the siltstones containing shallow-water brachiopods, corals, and crinoids, and transported faunas in the sandstones exclusively of large brachiopods. Palaeonto-logical and sedimentological evidence suggests that deposition took place in a protected embay-ment on the shallow shelf.