Abandonment of the Benson Channel by the Kentucky River during the Pliocene created an extensive area of flat, poorly-drained land near Alton, Anderson County, Kentucky. The forest presently occupying the Benson Channel in the vicinity of Alton is unlike any previously reported for the Inner Blue Grass Region, and is strikingly similar to the forests of the Illinoian till plains of southwestern Ohio. The two dominant tree species are Acer rubrum and Quercus palustris. Important associated trees include Fagus grandifolia, Liquidambar styraciflua, Q. alba, Q. bicolor, Q. velutina, Nyssa sylvatica, and Fraxinus americana. The shrub and herb composition reflects the hydro-mesophytic nature of the forest and environs. The spotted salamander, Ambystoma maculatum, is reported for the first time for the Inner Blue Grass Region.