ABSTRACT. The recently established protozoan phylum Opalozoa Cavalier-Smith 1991 includes all those zooflagellates with tubular mitochondrial cristae that never have cortical alveoli or rigid tubular ciliary hairs (retronemes), and also the opalinids, proteomyxids sensu stricto, and plasmodiophorids. Opalozoa totally lack plastids but usually (though not invariably) have peroxisomes. They always have well-developed Golgi dictyosomes. The trophic phase is a unicellular ciliated phagotroph except in the only intracellular parasites, the plasmodiophorids, where it is a non-phagotrophic and non-ciliated microplasmodium, and in the proteomyxids where it is an amoeboflagellate (which may sometimes be nonciliated) or a multicellular meroplasmodium. Unlike the phagotrophic Mycetozoa, opalozoans do not form aerial fruiting bodies, but encystation is common. The first detailed classification of the phylum is presented here. It is divided into four subphyla (three new), eight classes (four new, one emended), three subclasses (all new), three superorders (all new) and 22 orders of which 12 are new and one is emended. Diagnoses of these taxa are given, as well as lists of the 31 families (11 new) and 62 genera included within them. Opalozoa, which include Cercomonas and Heterornita, the commonest soil flagellates, are ecologically and evolutionarily important.