The use of groundwater flow models is prevalent in the field of hydrogeology to predict the effects of the external
stresses exerted on aquifer system for risk evaluation purposes. In this paper, the authors develop a groundwater flow
model in Atbara basin, southeast of Atbara town by using Visual MODFLOW. The purpose of this paper is to investigate
the aquifer potentiality with emphasize on groundwater flow and head distribution as well as zone budget using suitable
modeling techniques. Hydrological parameters have been calibrated based on the available data observed. The model
calibration criteria such as absolute residual mean (ARM), root mean square error (RMS), normalized (RMS) error and
mass balance discrepancy of water into and out of the system were adjusted to produced good fit between observed and
calculated hydrogeological parameters. Accordingly the calibration is more acceptable with absolute residual
mean(ARM) of 0.085m, root mean square error (RMS) of 0.116m, normalized (RMS) error of 1.516% and mass balance
discrepancy of 0.05%. The groundwater level decreases from the western side (River Nile) and Eastern side (Atbara
River) towards the center of the study area, indicating potential contribution of both rivers in recharging the groundwater
aquifers. The calibrated results show that the computed water heads reflect good fit with the measured data, which
indicate that the conceptual model and the parameters used in the model can reflect the actual physical system of the
study domain. Hence, the model can be applied further to predict the changes of groundwater levels and mass balance
under different exploitation scenarios considering the future water demands in the study area.