A groundwater-flow model was developed to evaluate potential future effects of growth and of water-management strategies on water resources in the Chimacum Creek Basin. The model covers an area of about 64 square miles (mi2) on the Olympic Peninsula in northeastern Jefferson County, Washington. The Chimacum Creek Basin drains an area of about 53 mi2 and consists of Chimacum Creek and its tributary East Fork Chimacum Creek, which converge near the town of Chimacum and discharge to Port Townsend Bay near the town of Irondale. The topography of the model area consists of north-south oriented, narrow, regularly spaced parallel ridges and valleys that are characteristic of fluted glaciated surfaces. Thick accumulations of peat occur along the axis of East Fork Chimacum Creek and provide rich soils for agricultural use. The study area is underlain by a north-thickening sequence of unconsolidated glacial (till and outwash) and interglacial (fluvial and lacustrine) deposits, and sedimentary and igneous bedrock units that crop out along the margins and the western interior of the model area. Six hydrogeologic units in the model area form the basis of the groundwater-flow model. They are represented by model layers UC (upper confining), UA (upper aquifer), MC (middle confining), LA (lower aquifer), LC (lower confining), and OE (bedrock). Groundwater flow in the Chimacum Creek Basin and vicinity was simulated using the groundwater-flow model, MODFLOW-2005. The finite-difference model grid comprises 245 columns, 313 rows, and 6 layers. Each model cell has a horizontal dimension of 200 × 200 feet (ft). The thickness of model layers varies throughout the model area and ranges from 5 ft in the non-bedrock units to more than 2,400 ft in the bedrock. Groundwater flow was simulated for steady-state conditions, which were simulated for calibration of the model using average recharge, discharge, and water levels for the 180-month period October 1994–September 2009. The model as calibrated has a mean residual of 4.5 ft and a standard error on the mean of 2.1 ft for heads, and 0.64±0.42 cubic feet per second for streamflows. After the model was calibrated, a Current Conditions simulation was developed to reflect current (October 2008–September 2009) hydrologic conditions, with representative pumping, return flows, and “normal” recharge (based on National Weather Service average precipitation for 1981 to 2010). The Current Conditions simulation was used to estimate current flow quantities, and as a basis to compare other simulations.Simulated steady-state inflow to the model area from precipitation and secondary recharge, or “return flow,” was 16,347 acre-feet per year (acre-ft/yr); groundwater inflow from other basins to the north of the model boundary was 1,518 acre-ft/yr (net, 3,114 acre-ft/yr in and 1,596 acre-ft/yr out) and simulated inflow from lake leakage was 613 acre-ft/yr (net, 684 acre-ft/yr in and 71 acre-ft/yr out). Simulated outflow from the model primarily was through discharge to Puget Sound (10,022 acre-ft/yr), streams (5,424 acre-ft/yr ), springs and seeps (1,521 acre-ft/yr), and through withdrawals from wells (1,506 acre-ft/yr). Four simulations were formulated using the calibrated model—one to represent current conditions (2009, the end of the period used for calibration) and three to provide representative examples of how the model can be used to evaluate the relative effects of potential changes in groundwater withdrawals and consumptive use on groundwater levels and stream base flows: Probable Future Use, based on population projections; Full Beneficial Use, based on Jefferson County Public Utility District #1 water rights; Sanitary Sewer, based on eliminating septic return flows in the Urban Growth Area. Particle tracking was used to assess flowpaths from sources and to sinks, and the effects of the presence of irrigation wells and their depths was assessed.