Organic preservation of non-mineralizing animals constitutes as important part of the paleontological record, yet the processes involved have not been investigated in detail. Organicwalled fossils are generally explicable as a coincidence of original, relatively recalcitrant, extracellular materials and more or less anti-biotic depositional circumstances. One of the most pervasive natural inhibitors of biodegradation results from substrate and enzyme adsorption onto, and within, clay minerals; such interactions are likely responsible for many of the organic-walled fossils preserved in clastic sediments. Close examination of the fossil Lagerstatte of the Burgess Shale (middle Cambrian, British Columbia) reveals that most of its so-called soft-bodied fossils are composed of primary (although kerogenized) organic carbon. Their perservation can be attributed to pervasive clay-organic interactions as the organisms were transported in a moving sediment cloud and buried with all cavities and spaces permeated with fine grained clays. The organic-walled Burgess Shale fossils were studied both in petrographic thin section and isolated from the rock matrix, following careful acid maceration. Isotopic analysis of bulk organic and carbonate carbon yielded values consistent with a normal marine paleoevironment. Anatomical and histological consideration of the enigmatic Burgess worm Amiskwia suggest that it may in fact be a chaetognath, while the putative chordate Pikaia appears not to be related to modern cephalochordates.