Groundwater in the Shiyang River Basin is studied to understand its circulation and chemical changes. Water samples were collected from different locations to analyze their composition. The groundwater is mainly recharged by river leakage and irrigation water, with a vertical movement towards the river. The water quality gradually increases downstream, with higher Total Dissolved Solids values. The chemical composition of the water changes from calcium and magnesium dominated to magnesium and calcium dominated along the flow direction.