The aquifers in the Nacatoch Sand and Tokio Formation in southwestern Arkansas and the Nacatoch Sand in northeastern Arkansas are sources of water for industrial, public supply, domestic, and agricultural uses. Potentiometric-surface maps were constructed from water-level measurements made in 47 wells completed in the Nacatoch Sand and 45 wells completed in the Tokio Formation during February and March 2011. Aquifers in the Nacatoch Sand and Tokio Formation are hereafter referred to as the Nacatoch aquifer and the Tokio aquifer, respectively. The direction of groundwater flow in the Nacatoch aquifer in southwestern Arkansas is towards the southeast in Hempstead, Little River, and Miller Counties and east-southeast in Clark and Nevada Counties. A potentiometric high is located within the outcrop area of north-central Hempstead County. Two cones of depression exist in the Nacatoch aquifer, one at Hope in southeastern Hempstead County and one in Clark County. The direction of groundwater flow in the Nacatoch aquifer in northeastern Arkansas generally is towards the southeast. A potentiometric high in the study area is located along the north and northwestern boundaries of the area, but water levels may be higher outside the study area. In northeastern Arkansas, groundwater withdrawals from the Nacatoch aquifer increased by 564 percent from 1965 to 2010. In southwestern Arkansas, groundwater withdrawals from the Nacatoch Sand increased by 125 percent from 1965 to 1980, and withdrawals decreased by 85 percent from 1980 to 2010. In southwestern Arkansas, groundwater withdrawals from the Tokio aquifer increased by 201 percent from 1965 to 1980, and withdrawals decreased by 81 percent from 1980 to 2000. Withdrawals from the Tokio aquifer increased by 291 percent from 2000 to 2005, and withdrawals decreased by 32 percent from 2005 to 2010. The direction of groundwater flow in the Tokio aquifer in southwestern Arkansas generally is towards the south or southeast. The potentiometric high is within the outcrop area in the northern part of the area. Artesian flow exists or is inferred in southeastern Pike, northeastern Hempstead, and northwestern Nevada Counties. One apparent cone of depression might exist northwest of Hope in Hempstead County.