The present study attempts to delineate different groundwater potential zones using remote sensing and geographic information system (GIS) in Rushikulaya Bahuada Basin of Ganjam district, Orissa. Thematic maps of Geology, Hydrology, geomorphology, land use and land cover, drainage density, were prepared using the Landsat Thematic Mapper data. Relationship of each layer to the groundwater regime has been evaluated. The major hydro geomorphic units identified in the area are, weathered denudation hills, residual hills, Pediments, spit, Valley Fills, beach ridges, Alluvial Palin, flood plain. Most part of the study area is occupied by alluvial plains with various thicknesses and the ground water potential is directly related to thickness of alluvial plain. Field observations showed that ground water occurs under unconfined conditions with water table at shallow to deep depth. From the lineament map, the lineament density and lineament intersection maps prepared to understand the impacts on groundwater percolation. Finally, the hydrogeomorphology and Lineament maps are overlaid following the weighted index overlay method, which delineates groundwater potential zones. An integrated remote sensing and Geographic Information System (GIS) based approach has been used for demarcating groundwater potential zones in the study area.