The first remotely operated vehicle (ROV) dive of Leg 3 investigated geomorphology and diversity of habitats along the southern wall of Phoenix Canyon. ROV Deep Discoverer (D2) landed on a sedimented seafloor with several species of fish at a depth of 1,136 meters.  During the first portion of the dive, D2 encountered several large rocks, with biota including sponges and corals, which appeared to have fallen from walls further upslope. During our transit, D2 encountered five separate species of squid; several octopods and skate; numerous witch flounder; sea stars; and several rock outcrops encrusted with sponges, corals, and anemones. Areas of particular interest were several steep walls with a bivalves, sponges, and high density of cup corals under ledges. Phoenix Canyon had several interesting geologic features, including several large burrows, vertical erosional features, and evidence of a small slope failure. Biological highlights included a juvenile king crab, an eel predating on a squid, two separate sightings of nudibranchs – five on a hydroid colony and one with a bobtail squid, a rattail with a large copepod parasite, and a dragonfish.