Uranium exploration over a wide area of the Southern Frame Embayment, South Australia, has defined a number of Lower Tertiary fluvial palaeochannels incised in older rocks. The buried channels contain similar stratigraphicsequences of interbedded sand, silt, and clay, probably derived from the adjacent uranium-rich Olarv Provinee. Uranium mineralization is pervasive within two major palaeochannels, and four small uranium deposits have been found in the basal sands of these channel sequences, at the margins of extensive tongues of limonitic sand.One of the channels is examined in detail with respect to channel morphology, stratigraphy, and rock alteration and the geology and ore controls of the contained uranium deposits are described.A geochemical zonation reflected by variation in limonite, pyrite, carbon, and humic malleI' is defined across one of the deposits. A genetic model is proposed suggesting formation by a uraniferous geochemical cell which migrated down the stream gradient and concentrated uranium on its lateral margins adjacent to the channel bank.