Analyses of an extensive grid of seismic-reflection profiles, along with previously published sedimentary data and geologic information from surrounding coastal areas, outline the ancestral drainage systems of the Delaware River beneath lower Delaware Bay. Major paleovalleys within these systems have southeast trends, relief of 10-35 m, widths of 1-8 km, and axial depths of 31-57 m below present sea level. The oldest drainage system was carved into Miocene sands, probably during the late Illinoian lowstand of sea level. It followed a course under the northern half of the bay, continued beneath the Cape May peninsula, and extended onto the present continental shelf. This system was buried by a transgressive sequence of fluvial, estuarine, and shallow-marine sediments during Sangamonian time. At the height of the Sangamonian sea-level transgression, littoral and nearshore processes built the Cape May peninsula southward over the northern drainage system and formed a contiguous submarine sedimentary ridge that extended partway across the present entrance to the bay. When sea level fell during late Wisconsinan time, a second drainage system was eroded beneath the southern half of the bay in response to the southerly shift of the bay mouth. This system, which continued across the shelf, was cut into Coastal Plain deposits of Miocene and younger age and included not only the trunk valley of the Delaware River but a large tributary valley formed by the convergence of secondary streams that drained the Delaware coastal area. During the Holocene rise of sea level, the southern drainage system was covered by a transgressive sequence of fluvial, estuarine, and paralic deposits that accumulated due to the passage of the estuarine circulation cell and to the landward and upward migration of coastal sedimentary environments. Some Holocene deposits have been scoured subsequently by strong tidal currents. The southward migration of the ancestral drainage systems beneath Delaware Bay is analogous to that found under nearby Chesapeake Bay. In both areas, shifts in the bay mouths and river courses have preserved the morphologies and sedimentary fill of former drainage systems and provided a clear record of major sea-level fluctuations. Data from this study demonstrate that important information concerning ancient estuarine environments can be derived from the locations and characteristics of former fluvial systems. ?? 1988.