Owing to population growth, freshwater demand on Guam has increased in the past and will likely increase in the future. During the early 1970s to 2010, groundwater withdrawals from the limestone Northern Guam Lens Aquifer, the main source of freshwater on the island, tripled from about 15 to 45 million gallons per day. Because of proposed military relocation to Guam and expected population growth, freshwater demand on Guam is projected to increase further. The expected increased demand for groundwater has led to concern over the long-term sustainability of withdrawals from existing and proposed wells. A three-dimensional numerical groundwater flow and transport model was developed to simulate the effects of hypothetical withdrawal and recharge scenarios on water levels and on the transition zone between freshwater and saltwater. The model was constructed by using average recharge during 1961–2005 and withdrawals from 2010. Hydraulic properties used to construct the model were initially based on published estimates but ultimately were adjusted to obtain better agreement between simulated and measured water levels and salinity profiles in the modeled area. Two hypothetical groundwater withdrawal scenarios were simulated: no withdrawal to simulate predevelopment conditions and withdrawal at 2010 rates under a 5-year drought. Simulation results indicate that prior to pumping; the fresh-water lens was 10 to 50 feet thicker in the Yigo-Tumon basin and more than 50 feet thicker in the Hagåtña basin. Results also indicate that continuing the 2010 withdrawal distribution during a 5-year drought would result in decreased water levels, a thinner freshwater lens, and increased salinity of water pumped from wells. The available water with an acceptable salinity (chloride concentration less than 200 milligrams per liter) would decrease from about 34 million gallons per day to 11.5 million gallons per day after 5 years but recover to pre-drought levels 5 years after the return of average recharge conditions. Five additional scenarios were simulated to assess groundwater demand projections and proposed new well sites for the Department of Defense and Guam Water Authority wells under average and drought conditions. Simulation results from these projected withdrawal scenarios indicate decreased water levels, a thinner freshwater lens, increased water salinity, and unacceptable salinity at several current withdrawal sites. However, for the scenario including projected U.S. Marine Corps demands (46.62 million gallons per day, including 10 proposed wells) more than 40 million gallons per day of the withdrawn groundwater remains in the acceptable category. During a 5-year drought, this same pumping distribution results in only about 15 million gallons per day of withdrawn groundwater having acceptable salinity. A scenario in which groundwater withdrawal was redistributed in an attempt to maximize withdrawal while maintaining acceptable salinities in the withdrawn water was simulated. The redistributed withdrawal simulates about 47 million gallons per day of withdrawal with more than 41 million gallons per day of withdrawal with acceptable salinity.