Aspects of the breeding biology of the grey petrel (Procellaria cinerea) were studied on Antipodes Island between April and June 2001. The island was surveyed to determine grey petrel distribution and four 2500 m2 census grids were established. The survey suggested that the distribution of grey petrels was restricted to steep, well-draining areas dominated by Poa litorosa tussock (approximately 510 ha of the 2025 ha island). Occupied burrow density within the 4 census grids ranged from 31 to 44 burrows (0.01 burrows per square metre). Extrapolating from the census grid density to the total grey petrel habitat resulted in a population estimate of 114,730 birds: 53,000 breeding pairs (range = 32,000- 73,000) and 8,670 non-breeding-birds (range = 4,000-16,320) were present on Antipodes Island. Aspects of the behaviour of the species were recorded. Comparisons are made with other members of the genus Procellaria.