The instream distributions and feeding habits of two species of sleeper, Eleotris acanthopoma and E. fusca, were studied in the Teima River on Okinawa Island, southern Japan. Both adult fishes inhabited the river, but their distribution patterns were found to be different. The distribution of E. acanthopoma was from the tidally influenced area to the lower part of the freshwater area, whereas E. fusca was distributed almost entirely in the freshwater area. They were found to coexist at the upper limit of the tidally influenced area and the lower part of the freshwater area. Their feeding habits were clearly different, although both species were carnivorous. Eleotris acanthopoma fed mainly on crabs in the tidally influenced area and on aquatic snails in the freshwater area, where they coexist with E. fusca. In contrast, E. fusca fed mainly on shrimps in the freshwater area. Their coexistence may result from the difference in their feeding habits.