The ranges of two rare species of deep-water dragonets—the Spotfin Dragonet Foetorepus agassizii (Goode and Bean, 1888) and the Palefin Dragonet Foetorepus goodenbeani Nakabo and Hartel, 1999—overlap on the outer continental shelf of North America in the Mid Atlantic Bight. We studied more than 450 specimens collected between 2009–2015 by the Northeast Fisheries Science Center to photographically document these species, better characterize their geographic and depth distributions, and describe aspects of their reproductive biology. The two species occurred in a small subset of locations within the sampled area (81 of 6,225 stations). Although F. agassizii and F. goodenbeani occur within a similar geographic region, F. agassizii occurs at greater depths, on average 33 m deeper, than F. goodenbeani. Collection locations and depths in spring and fall were similar, suggesting that F. agassizii and F. goodenbeani do not migrate seasonally, perhaps because they occur in habitats with stable year-round temperatures. Macroscopic and histological analyses of reproductive condition indicated both species are spawning capable in spring (March) and fall (September and October). Males collected in these months had mature spermatozoa in testicular tubules, and females had oocytes in many stages, indicative of asynchronous oocyte development and batch spawning. Ovarian weight, however, was greater in specimens collected in fall months, indicating a peak in spawning.