Water supply for the Borough of Martinsburg, Pa., is from two well fields (Wineland and Hershberger) completed in carbonate-bedrock aquifers in the Morrison Cove Valley. Water supply is plentiful; however, waters with high concentrations of nitrate are a concern. This report describes the sources of water and contaminants to the supply wells. A review of previous investigations was used to establish the aquifer framework and estimate aquifer hydraulic properties. Aquifer framework and simulation of ground-water flow in a 25-square-mile area using the MODFLOW model helped to further constrain aquifer hydraulic properties and identify water-source areas in the zone of contribution of ground water to the well fields. Flow simulation identified potential contaminant-source areas. Data on contaminants and geochemical characteristics of ground water at the well fields were compared to the results of flow simulation. The Woodbury Anticline controls the aquifer framework near the well fields and four carbonate-bedrock formations contain the primary aquifers. Three carbonate-bedrock aquifers of Ordovician age overlie the Gatesburg aquifer of Cambrian age on the flanks of the anticline. Fracture, not conduit, permeability was determined to be the dominant water-bearing characteristic of the bedrock. The horizontal hydraulic conductivity of the Gatesburg aquifer is about 36 feet per day. The other carbonate aquifers (Nittany/Stonehenge, Bellefonte/Axemann, and Coburn through Loysburg aquifers) overlying and flanking the Gatesburg aquifer have horizontal hydraulic conductivities of about 1 foot per day. Regional directions of ground-water flow are toward the major streams with Clover Creek as the major discharge point for ground water in the east. Ground-water flow to the well fields is anisotropic with a 5:1 preferential horizontal direction along strike of the axial fold of the anticline. Thus, the zone of contribution of ground water to the well fields is elongate in a north-south direction along the anticline axis, with the majority of the flow to the well fields originating from the south. Human activity in the areal extent of the zone of contribution to the well fields was the source of contaminants. The areal extent of the zone of contribution included both urban areas in the Borough and a large amount of agricultural land. By relating results of flow simulation, natural geochemistry, and analyses of anthropogenic (human-made) contaminants, the source areas for water and contaminants were determined with more confidence than by using only flow simulation. Analysis of natural geochemistry identified water sources from both limestone and dolomite aquifers. Geochemistry results also indicated fractures, not conduits, were the dominant source of water from aquifers; however, quantitative source identification was not possible. Chemical ratios of chloride and bromide were useful to show that all samples of ground water had sources with chemical contributions from land surface. Nitrogen isotope ratio analysis indicated animal manure as the possible primary source of nitrate in most ground water. Some of the nitrate in ground water had chemical fertilizer as a source. At the Wineland well field, chemical fertilizer was likely the source of nitrate. The nitrate in water from the Hershberger well field was from a mixture of fertilizer and animal-manure sources. Human sewage was ruled out as a major source of nitrate in water from the municipal wells by results showing 1) wastewater compounds in sewage were rarely detected and 2) a mass-balance calculation indicating the small contribution of nitrogen that could be attributed to septic systems.