Increasing demand for the limited water resources of the United States continues to put pressure on resource management agencies to balance the competing needs of ecosystem health with municipal, agricultural, and other uses. To meet these needs, the U.S. Geological Survey conducted a multiyear study to evaluate water resources in the upper Rio Grande Basin in the southwestern United States. The upper Rio Grande Basin extends from south-central Colorado, through New Mexico, into west Texas near Fort Quitman, including parts of Chihuahua, Mexico. The upper Rio Grande Basin consists of a sequence of alluvial basins that formed in the Rio Grande rift approximately 30 million years ago.This report describes the hydrogeology of the upper Rio Grande Basin and how the groundwater resources in the basin have changed from 1980 to 2015. The hydrogeologic framework includes the horizontal delineation of the alluvial basins within the upper Rio Grande Basin from the headwaters in Colorado to Fort Quitman, Texas, including part of Mexico. Groundwater-level measurements from existing State and Federal data were used to construct groundwater-level altitude and groundwater-level change maps.Of the 2,699 wells with groundwater-level data used in this study, 1,055 wells had data for only a single 5-year period, 703 wells had data for 50 percent or more of the 35 years of the study, and only 57 wells have 5-year groundwater-level data for the entire study period. The median decline in water levels in the upper Rio Grande Basin was 0.13 foot (ft) per 5-year period, and declines were measured in 53 percent of the 703 wells that contained data for 50 percent or more of the study period. Rates of groundwater-level decline greater than 1 ft per 5-year period were measured in 17 percent of the wells, greater than 2 ft per 5-year period, in 3 percent of the wells, and greater than 3 ft per 5-year period, in 1 percent of the wells. Overall, groundwater levels rose in 6 percent of the 703 wells that contained data for 50 percent or more of the study period, and in 4 percent of the wells, groundwater levels rose by 1 ft or more per 5-year period.