ABSTRACT: Despite the importance of the spring phytoplankton bloom off Oregon as a food source for zooplankton, little is known about the sources of phytoplankton seed stock for the bloom or its timing. Experiments were conducted in the late winter todetermine if the benthic boundary layer (BBL) could be a source of viable phytoplankton and to determine to what extent their growth was limited by light. Water collected on 3 dates from the BBL over the inner-shelf and mid-shelf in January 2003 was usedfor growth experiments run in shipboard incubators held at 10°C. The water was exposed to in situ nutrient concentrations and to 4 light levels and 2 daylengths (9 and 12 h), representative of winter and spring daylengths. Significant increases inchl a and particulate organic matter (POM) were observed in high light and medium light treatments at both daylengths. Chl a increased minimally (≤0.3 µg l^-1) in the low light treatments, while no significant increase in POMoccurred. Chl a decreased in the control (no light) treatment throughout the experiments. Blooms that developed during these incubations were dominated by Thalassiosira spp., Actinopytchus sp., Asterionellopsis glacialis andother diatoms, consistent with in situ phytoplankton community composition during the spring. Growth occurred at light levels that were generally 40 to 50% of that measured in surface waters in January, suggesting that light levels at the surfaceare conducive to growth, but that mixing prevents significant growth during the winter.