The results of an unclassified Workshop on Shallow Water Acoustics, sponsored by the Office of Naval Research Code 11250A, are presented. The workshop was held on April 24-26, 1991 at the Woods Hole Oceanographic Institution and included about forty-five scientists specializing in ocean acoustics, geology, geophysics, and physical oceanography. The goal of the workshop was to determine future directions for basic research in shallow water acoustics. This report summarizes the recommendations of the workshop and includes a synopsis of the deliberations of four working groups which focus on the following specific research issues: (1) the seabed, (2) the water column and surface/Arctic, (3) analytic and numerical modeling/ambient noise, and (4) laboratory and field experiments/signal processing.