Study of the composition and distribution of derived lithoclast and fossil suites collected from the Selsey, Barton and Becton Formations in Whitecliff Bay, Isle of Wight has enabled a detailed reconstruction of Mid-Late Eocene uplift of 500 m + on the northern limb of the Sandown Pericline. The stratigraphical distribution of clasts and fossils derived from older formations demonstrates the erosion of progressively older Eocene, Palaeocene and Cretaceous sediments during growth of the structure. The presence of delicate reworked fossils and clasts, together with limited palaeocurrent data support very local derivation from the south. The preservational state of the derived materials is used to identify the diverse processes of erosion and transport. Two phases of uplift (Lutetian, Bartonian), separated by a period of quiescence and peneplanation have been identified; rates of Eocene uplift of about 100 m Ma – 1 are postulated to have taken place.