The Tiantaishan phosphorite-Mn carbonate ores occur in the Early Cambrian Tananpo Formation in complexly folded and faulted rocks located in southern Shaanxi Province. About 65 x 106 tonnes of 17% P2O5 ore reserves exist and Mn-ore reserves are about 8.3 x 106 tonnes of +18% Mn. The stratigraphic sequence in ascending order consists of black phyllite, black to gray phosphorite ore, black phyllite, rhodochrostone ore, Mn mixed-carbonates, and dolostone. Data are presented from microprobe mineral chemistry, whole-rock chemistry, stable isotopes of carbonates, X-ray mineralogy, petrographic and SEM observations, and statistical analysis of chemical data. The dominant ore-forming minerals are hydroxy- and carbonate fluorapatite and Ca rhodochrosite, with Mg kutnahorite and dolomite comprising the Mn mixed-carbonate section. Pyrite occurs in all rock types and alabandite (MnS) occurs throughout the rhodochrostone section. The mean P2O5 content of phosphorite is 31% and argillaceous phosphorite is 16%, while the mean MnO content of rhodochrostone ore is 37%. Phosphorite ores are massive, spheroidal, laminated, and banded, while rhodochrostone ores have oolitic, spheroidal, and granular fabrics. The most distinguishing characteristics of the ores are high total organic carbon (TOC) contents (mean 8.4%) in the phosphorite and high P2O5 contents (mean 2.7%) in the rhodochrostone ore. The atypically high TOC contents in the Tiantaishan phosphorite probably result from very strong productivity leading to high sedimentation rates accompanied by weak reworking of sediments; poor utilization of the organic matter by bacteria; and/or partial replacement of bacterial or algal mats by the apatite. The depositional setting of the ores was the margin of an epicontinental seaway created as a direct consequence of global processes that included break-up of a supercontinent, formation of narrow seaways, creation of extensive continental shelves, overturn of stagnant, metal-rich deep-ocean waters, and marine transgression. Water depth increased from deposition of the black phyllite sequence through deposition of the Mn mixed-carbonate sequence, then shallowed again during deposition of the overlying dolostone sequence. Bottom waters were mostly dysoxic to suboxic, but fluctuated from oxic to anoxic. Productivity was high during deposition of the black phyllite sequence, increased during precipitation of phosphorite, and then decreased to moderate levels during precipitation of rhodochrostone ores. Biosilica contributions occur in each lithology, but are greatest in rhodochrostone. Changes in sedimentation were determined by changes in water depth, productivity, upwelling, sea-level change, and ventilation of the depositional basin. The source of the phosphorus was organic matter produced in great quantities during deposition of the black phyllite and phosphorite sequences in a zone of coastal upwelling. Organic matter accumulation was rapid. Globally, Mn was supplied by overturn of stagnant, metal-rich deep-ocean waters, which were redistributed to areas of coastal upwelling and seaways; that process may have been initiated by latest Proterozoic glaciations which would have promoted density stratification and accumulation and storage of metals. Regionally, Mn was supplied by terrigenous input into the shallow seaway and hydrothermal input into the deeper water parts of that seaway. Locally, Mn sources included leaching and transport of metals from the sediment column. Manganese was stored locally in low-oxygen (not anoxic) seawater prior to Mn-ore formation. The source of the carbon in the Mn carbonates and dolostones was predominantly seawater bicarbonate and secondarily CO2 derived from the oxidation of organic matter in the bacterially mediated diagenetic zone of sulfate reduction.