The Pawcatuck River Basin in southwestern Rhode Island and southeastern Connecticut is an important high-quality water resource for domestic and public supplies, irrigation, recreation, and the aquatic ecosystem. Concerns about the effects of water withdrawals on aquatic habitat in the basin have prompted local, State, and Federal agencies to explore water-management strategies that minimize the effects of withdrawals on the aquatic habitat. As part of this process, the U.S. Geological Survey in cooperation with the U.S. Department of Agriculture Natural Resources Conservation Service and the Rhode Island Water Resources Board completed a study to assess the effects of current (2000-04) and potential water withdrawals on streamflows and groundwater levels using hydrologic simulation models developed for the basin. The major findings of the model simulations are: *Moving highly variable seasonal irrigation withdrawals from streams to groundwater wells away from streams reduces short-term fluctuations in streamflow and increases streamflow in the summer when flows are lowest. This occurs because of the inherent time lag between when water is withdrawn from the aquifer and when it affects streamflow. *A pumped well in the vicinity of small streams indicates that if withdrawals exceed available streamflow, groundwater levels drop substantially as a consequence of water lost from aquifer storage, which may reduce the time wetlands and vernal pools are saturated, affecting the animal and plant life that depend on these habitats. *The effects of pumping on water resources such as ponds, streams, and wetlands can be minimized by relocating pumping wells, implementing seasonal pumping schemes that utilize different wells and pumping rates, or both. *The effects of projected land-use change, mostly from forest to low- and medium density housing, indicate only minor changes in streamflow at the subbasin scale examined; however, at a local scale, high flows could increase, and low flows could decrease as a result of increased impervious area. In some instances, low flows could increase slightly as a result of decreased evapotranspiration from the loss of deeprooted vegetation (forest) associated with development. *In some subbasins where large areas of agricultural lands were converted to low- and medium-density housing, low flows increase because the consumptive domestic water use was projected to be less than consumptive agricultural water use. All agricultural water use was for irrigation purposes and was assumed to be lost from the basin through evapotranspiration.