Fish abundance and population stability were compared in the tailwater and in an unregulated tributary of Barren River Lake, a flood control reservoir in south central Kentucky. Fish abundance was greater in the tailwater near the dam and was dominated by three species common in the reservoir: gizzard shad (Dorosoma cepedianum), bluegills (Lepomis macrochirus), and white crappies (Pomoxis annularis). Three riverine suckers were less abundant in the tailwater than in the unregulated stream: northern hog suckers (Hypentelium nigricans), black redhorse (Moxostoma duquesnei), and golden redhorse (Moxostoma erythrurum). The fish populations in the tailwater, particularly common carp (Cyprinus carpio), northern hog suckers, black redhorse, and golden redhorse, were less stable than those in the unregulated stream. Population stability is defined as the extent to which fish remain in a stream section. This study suggests that the occurrence of reservoir species in the tailwater was the result of fish passage from the reservoir during high discharges in fall and winter. Reservoir operations (altered flow, low summer water temperature, and poor summer water quality) probably were responsible for the unstable populations of common carp and riverine suckers in the tailwater.