Palustrine carbonates are shallow fresh-water deposits showing evidence of subaqueous deposition and subaerial exposure. These facies are common in the geological record. The intensity of modification is highly variable depending on the climate and the length of emergence. Palustrine limestones have previously been interpreted as marginal lacustrine deposits from fluctuating, low-salinity carbonate lakes, but several problems remain with existing facies models: 1) palustrine carbonates possess a lacustrine biota but commonly display fabrics similar to those of calcretes and peritidal carbonates; 2) the co-occurrence of calcrete horizons and karst-like cavities is somewhat unusual and appears to indicate contemporaneous carbonate precipitation and dissolution in the vadose zone; 3) the dominance of gray colors indicates water-saturation, apparently inconsistent with the evidence for strong desiccation overprint; 4) profundal lake deposits are generally absent from palustrine sequences, and sublittoral facies commonly make up only a small proportion of total thicknesses; 5) no good modern analogue has been identified for the palustrine environment. Analogy with the Florida Everglades suggests a re-interpretation of palustrine limestones, not as pedogenically modified lake margin facies but as the deposits of extensive, very shallow carbonate marshes. The distribution of environments in the Everglades is determined by the local hydrology, reflecting the control of seasonal water-level fluctuations and topography. Climate and topography were the main controls on deposition of ancient palustrine carbonates. As in peritidal sequences, aggradational cycles are capped by a range of lithologies (evaporites, desiccation and microkarst breccias, calcretes, lignite or coal horizons etc.), permitting interpretation of the climate. Careful analysis of lateral facies variations may permit reconstruction of subtle topography. Consideration of the Florida Everglades as a modern analogue for the palustrine environment has suggested the development of an exposure index for fresh-water carbonates.