We describe the spectral analysis of temperature and velocity measurements made in the northeast Pacific as part of the Mixed Layer Experiment (MILE) and attempt to relate the observed fluctuations to internal-wave models of the upper ocean. From the inertial frequency to 1 cph there is good agreement between these upper-ocean data and typical deep-ocean observations as described by the WKB-scaled Garrett-Munk model. The largest deviations from the Garrett-Munk model occur in the vertical-displacement field at high frequency, 1–5 cph, where there is a spectral peak or shoulder and high vertical coherence. These high-frequency features in vertical displacement are successfully modeled using a few standing modes and un-correlated noise, though the velocity spectra are poorly modeled—probably because of contamination by mooring motion. There are significant temporal fluctuations of the high-frequency energy that are not correlated with the local winds but are perhaps associated with the advection of an eddy-like feature.