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The Choptank River is a major tributary of the Chesapeake Bay on the Delmarva Peninsula. It rises in Kent County, Delaware, runs through Caroline County, Maryland and forms much of the border between Talbot County, Maryland on the north, and Caroline County and Dorchester County on the east and south. It is located north of the Nanticoke River and its mouth is located south of Eastern Bay. Cambridge, the county seat of Dorchester County and Denton, the county seat of Caroline County are located on its south shore.