Late Pliocene paleoceanographic changes in the Sea of Japan between 3.4 and2.3 Ma were investigated through study of molluscs, diatoms, and ostracodes from the Yabuta Formation in Toyama Prefecture. The period 3.4-2.7 Ma was characterized by relatively high sea level and cool water benthic faunas. A progressive paleoceanographic shift towards colder oceanic conditions and lower sea level occurred beginning near 2.7 Ma, intenifying about 2.5 Ma, when important changes in ostracode and molluscan faunas occurred. Between 2.7 and 2.3 Ma, eight glacial events can be inferred based on drops in sea level of 50-60 m and increasing proportions of cold, shallow water ostracode species whose modern ecology and zoogeography indicate colder winter water temperatures (3-4??C). The glacial events between 2.5 and 2.3 Ma were the most intense. Preliminary interpretation of the faunal and oceanographic events of the Yabuta Formation suggests that they correspond to Northern Hemispheric cooling also known from North Atlantic deep-sea oxygen isotope, IRD, and planktic foraminiferal records, North Pacific diatom and radiolarian record, and the Chinese loess sequences. The eight glacial events may record a 41,000-yr obliquity cycle which characterized other late Pliocene climate proxy records. Inferred sea level drops near 2.5-2.3 Ma of about 50-60 m provide direct evidence from an ocean margin setting that supports deep sea oxygen isotopic evidence indicating major changes in global ice volume changes. ?? 1994.