ABSTRACT Glacimarine strata of the Battye Glacier Formation (≈ 130 m thick), Pagodroma Group, exposed in the Amery Oasis of East Antarctica, provide a record of Late Miocene palaeoenvironmental conditions in an ice-distal setting. The formation overlies the Amery Erosion Surface (≈ 300 m to ≈ 270 m above sea level) that formed during an advance of the Lambert Glacier into Prydz Bay (ODP Site 739), at least 750 km further north than today. Two lithological members: a grey and muddier Lower Member and a brown, sand-rich Upper Member, reflect variation in proximity to the terminus of the Lambert Glacier. Ice-distal, glacimarine, diatom-bearing mud (up to 12% biogenic silica) and in situ articulated molluscs occur in the Lower Member. The Battye Glacier Formation is significant because of its inland location, which indicates that ice-distal marine conditions existed 250 km inland from the current Amery Ice Shelf edge. Similar Neogene strata are known on land only from the Pliocene Sørsdal Formation in the Vestfold Hills, near the Antarctic coast. Three stratigraphic intervals of diatom-bearing mud are recognized from glacially reworked clasts and from in situ strata informally referred to as the McLeod Beds and ‘Bed A’. The diatom-bearing mud also contains sponge spicules and minor silicoflagellates and ebridians. Marine diatom biostratigraphy constrains the age of the beds to between 10·7 and 9·0 Ma (late Miocene). Abundant benthic diatoms suggest deposition within shallow euphotic waters. The high abundance of intercalary valves of Eucampia antarctica from an interval of the McLeod Beds suggests that there was less winter sea-ice than in Prydz Bay today. It is unlikely that sea-ice was perennial because the presence of Thalassionema spp. and Stellarima stellaris (Roper) Hasle et Sims suggests that summer sea-surface temperatures were too warm (> 0°C and > 3°C respectively). The palaeoclimate at the time of deposition appears to have been analogous to that in modern fjords of East Greenland (e.g. Kangerdlugssuaq Fjord), which is consistent with the depositional model proposed previously for the Pagodroma Group. The three diatom-bearing mud intervals were deposited in the Amery Oasis, ≈ 250 km inland of the current Amery Ice Shelf edge, when the East Antarctic Ice Sheet was reduced in size relative to today.