Environmental change is the norm and it is likely that, particularly on the geological timescale, the temperature regime experienced by marine organisms has never been stable. These temperature changes vary in timescale from daily, through seasonal variations, to long-term environmental change over tens of millions of years. Whereas physiological work can give information on how individual organisms may react phenotypically to short-term change, the way benthic communities react to long-term change can only be studied from the fossil record. The present benthic marine fauna of the Southern Ocean is rich and diverse, consisting of a mixture of taxa with differing evolutionary histories and biogeographical affinities, suggesting that at no time in the Cenozoic did continental ice sheets extend sufficiently to eradicate all shallow-water faunas around Antarctica at the same time. Nevertheless, certain features do suggest the operation of vicariant processes, and climatic cycles affecting distributional ranges and ice-sheet extension may both have enhanced speciation processes. The overall cooling of southern high-latitude seas since the mid-Eocene has been neither smooth nor steady. Intermittent periods of global warming and the influence of Milankovitch cyclicity is likely to have led to regular pulses of migration in and out of Antarctica. The resultant diversity pump may explain in part the high species richness of some marine taxa in the Southern Ocean. It is difficult to suggest how the existing fauna will react to present global warming. Although it is certain the fauna will change, as all faunas have done throughout evolutionary time, we cannot predict with confidence how it will do so.