24 25Soft-shelled clams, Mya arenaria, and razor clams, Tagelus plebeius, in Chesapeake Bay 26 have been in decline since the 1970s, with severe declines since the early 1990s. These declines 27 are likely caused by multiple factors including warming, predation, habitat loss, recruitment 28 limitation, disease, and harvesting. A bivalve survey was conducted in Chesapeake Bay to 29 examine influential factors on bivalve populations, focusing on predation (crab, fish, and 30 cownose rays), habitat type (mud, sand, gravel, shell, or seagrass), environment (temperature, 31 salinity, and dissolved oxygen), recruitment, and disease. M. arenaria and T. plebeius were 32 found more often in more-complex habitats such as seagrass or shell than any other habitat. 33Pulses in bivalve density associated with recruitment were attenuated through the summer and 34 fall when predators are most active, indicating that predators likely influence temporal dynamics 35 in these species. Mya arenaria, which is near the southern extent of its range in Chesapeake Bay, 36 was negatively associated with high water temperatures. Recruitment of M. arenaria in Rhode 37