This report describes the occurrence, availability, and quality of ground water in seven valley areas along the course of the Russian River in Sonoma and Mendocino Counties, Calif., and in three valleys in the upper drainage reach of the Eel River in Mendocino County. Except for the westward-trending lower Russian River valley, the remaining valley areas along the Russian River (Healdsburg, Alexander, Cloverdale, Sanel, Ukiah, and Potter Valleys) lie in northwest-trending structurally controlled depressions formed in marine rocks of Jurassic and Cretaceous age. The principal aquifer in all the valleys is the alluvium of Recent age, which includes highly permeable channel deposits of gravel and sand. Water for domestic, irrigation, industrial, and other uses is developed by (1) direct diversion from the Russian River and its tributaries, (2) withdrawal of ground water and river water from shallow wells near the river, and (3) withdrawals of ground water from wells in alluvial deposits at varying distances from the river. Surface water in the Russian River and most tributaries is of good chemical quality. The water is a calcium magnesium bicarbonate type and contains 75,200 parts per million of dissolved solids. Ground water is also of good chemical quality throughout most of the drainage basin, but the concentration of dissolved solids (100-300 parts per million) is somewhat higher than that in the surface water. Round, Laytonville, and Little Lake Valleys are in central and northern Mendocino County in the drainage basin of the northwestward flowing Eel River. In Round Valley the alluvium of Recent age yields water of good chemical quality in large quantities. Yields are lower and the chemical quality poorer in Laytonville Valley. Ground water in Little Lake Valley is relatively undeveloped. Selected descriptions of wells, drillers' logs, chemical analyses, and hydrographs showing water-level fluctuations are included in the report. Accompanying maps show the distribution of water-bearing formations and the location of wells.