Most modern marine ecology is ultimately based on unicellular phytoplankton, yet most large animals are unable to graze directly on even relatively large net phytoplankton; the repackaging effected by herbivorous mesozooplankton thus represents a key link in marine metazoan food chains. Despite the deep taphonomic biases affecting plankton fossilization, there is a clear record of phytoplankton from at least 1800 m.y ago. Proterozoic plankton are represented by small-to medium-sized sphaeromorphic acritarchs and probably do not include many/most of the unusually large acritarchs that characterize the Neoproterozoic. The first significant shift in phyto-plankton diversity was therefore the rapid radiation of small acanthomorphic acritarchs in the Early Cambrian. The coincidence of phytoplankton diversification with the Cambrian radiation of large animals points compellingly to an ecological linkage between the two, particularly in light of recently discovered filter-feeding mesozooplankton in the Early Cambrian. The introduction of planktic filter feeders would have established the second tier of the Eltonian pyramid, potentially setting off the "self-propagating mutual feedback system of diversification" now recognized as the Cambrian explosion (Stanley 1973, 1976). By consuming significant percentages of net phytoplankton and suspending it as animal biomass and non-aggregating fecal pellets, mesozooplankton cause a net reduction in export production; a general introduction of zooplankton would therefore have reduced carbon burial and moderated the bloom and bust cycle that must have characterized Proterozoic populations of net phytoplankton. The effect of added trophic levels in Early Cambrian ecosystems can be viewed as a serial application of the trophic cascade process observed in modern lakes, whereby the introduction of higher trophic levels determines the accumulation of plant biomass at the base of the system. As such, the major biogeochemical perturbations that mark the onset of the Phanerozoic might be considered a consequence, rather than a cause, of the Cambrian explosion; reduced C export due to zooplankton expansion explains the otherwise anomalous drop in delta 13 C at the base of the Tommotian. Cambrian acanthomorphic acritarchs likely derived from planktic leiosphaerids exposed to mesozooplanktic grazing pressure, the ornamentation effectively increasing vesicle size without compromising buoyancy or surface-area:volume ratios. Alternatively, they way represent an escape into the plankton through a miniaturization of the much larger Neoproterozoic acanthomorphs. An invasion of small benthic herbivores into the water column to exploit the phytoplankton accounts for the origin of the mesozooplankton and may have been the key innovation in the Cambrian explosion.