Abstract: There is serious shortage of water resources in the Haihe River Basin, and long-term over exploitation of groundwater is the bottleneck for the sustainable social and economical development. Therefore, it is of great significance to carry out study on groundwater resources and utilization potential of the river basin, for dealing with the groundwater overexploitation, and ensuring the sustainable use of groundwater resources and the protection of the ecological environment. The systematic evaluation shows that there is 252.99×10⁸ m³ of groundwater natural resources in the Haihe River Basin, and 172.98×10⁸ m³ of exploitable resources under ecological water level constraints, and 4.68×10⁸ m³ availability of deep water. The quality of groundwater in the mountainous areas of Haihe River Basin is generally good, type Ⅰ-Ⅲ groundwater accounting for 40.83%, and the quality of the shallow groundwater in the plain area is worse; type Ⅰ-Ⅲ groundwater accounts for 14.10%, meanwhile the quality of deep groundwater is better than the shallow groundwater; and type Ⅰ-Ⅳ groundwater accounts for 74.25%. The overall potential of groundwater exploitation in the mountainous areas of Haihe River Basin is relatively small. There is almost no exploitation potential in Yanshan and the north part of Taihang Mountain because of poor groundwater resource. There is no or little exploitation potential in the central part of Taihang Mountain because of a high degree of groundwater exploitation. There is comparatively great exploitation potential in the southern Taihang Mountain because of abundant groundwater resource. The exploitation potential of shallow groundwater in different hydrogeological units in the plain area is quite different. Because of large-scale groundwater drop funnel caused by long-time over exploitation, the shallow groundwater in the piedmont plain has no more exploitation potential. Meanwhile, there is little exploitation potential in the central and eastern plain, with mainly brackish water. Because of a low degree of groundwater exploitation in the Lubei plain, the exploitation potential of Liaocheng-Dezhou is comparatively great. There is no exploitation potential in Xiong'an New District. There is no exploitation potential of deep groundwater in the plain area.