The Yolo Bypass, a large, managed floodplain that discharges to the headwaters of the San Francisco Estuary, was studied before, during, and after a single, month-long inundation by the Sacramento River in winter and spring 2000. The primary objective was to identify hydrologic conditions and other factors that enhance production of phytoplankton biomass in the floodplain waters. Recent reductions in phytoplankton have limited secondary production in the river and estuary, and increased phytoplankton biomass is a restoration objective for this system. Chlorophyll a was used as a measure of phytoplankton biomass in this study. Chlorophyll a concentrations were low (<4 μg l⁻¹) during inundation by the river when flow through the floodplain was high, but concentrations rapidly increased as river inflow decreased and the floodplain drained. Therefore, hydrologic conditions in the weeks following inundation by river inflow appeared most important for producing phytoplankton biomass in the floodplain. Discharges from local streams were important sources of water to the floodplain before and after inundation by the river, and they supplied dissolved inorganic nutrients while chlorophyll a was increasing. Discharge from the floodplain was enriched in chlorophyll arelative to downstream locations in the river and estuary during the initial draining and later when local stream inflows produced brief discharge pulses. Based on the observation that phytoplankton biomass peaks during drainage events, we suggest that phytoplankton production in the floodplain and biomass transport to downstream locations would be higher in years with multiple inundation and draining sequences.