Shallow groundwater movement in an area between the lower Skagit River and Puget Sound was characterized by the U.S. Geological Survey to assist Skagit County and the Washington State Department of Ecology with the identification of areas where water withdrawals from existing and new wells could adversely affect streamflow in the Skagit River. The shallow groundwater system consists of alluvial, lahar runout, and recessional outwash deposits composed of sand, gravel, and cobbles, with minor lenses of silt and clay. Upland areas are underlain by glacial till and outwash deposits that show evidence of terrestrial and shallow marine depositional environments. Bedrock exposures are limited to a few upland outcrops in the southwestern part of the study area, and consist of metamorphic, sedimentary, and igneous rocks. Water levels were measured in 47 wells on a quarterly basis (August 2007, November 2007, February 2008, and May 2008). Measurements from 34 wells completed in the shallow groundwater system were used to construct groundwater-level and flow-direction maps and perform a linear-regression analysis to estimate the overall, time averaged shallow groundwater-flow direction and gradient. Groundwater flow in the shallow groundwater system generally moves in a southwestward direction away from the Skagit River and toward the Swinomish Channel and Skagit Bay. Local groundwater flow towards the river was inferred during February 2008 in areas west and southwest of Mount Vernon. Water-level altitudes varied seasonally, however, and generally ranged from less than 3 feet (August 2007) in the west to about 15 feet (May 2008) in the east. The time-averaged, shallow groundwater-flow direction derived from regression analysis, 8.5 deg south of west, was similar to flow directions depicted on the quarterly water-level maps. Seasonal changes in groundwater levels in most wells in the Skagit River Delta follow a typical pattern for shallow wells in western Washington. Water levels rise from October through March, when precipitation is high, and decline from April through September, when precipitation is lower. Groundwater levels in wells along the eastern margin of the study area also are likely influenced by stage on the Skagit River. Water levels in these wells remained elevated through April, and did not seem to begin to decline until the end of May in response to declining river stage. Groundwater levels in a well equipped with a continuous water-level recorder exhibited periodic fluctuations that are characteristic of ocean tides. This well is less than 1 mile east of the tidally influenced Swinomish Channel, and exhibited water-level fluctuations that correspond closely to predicted tidal extremes obtained from a tide gage near La Conner, Washington.