A vertically integrated, two-dimensional hydrodynamic/transport model has been implemented for the upper extent of the Potomac Estuary between Indian Head and Morgantown, Md. The model computes water-surface elevations, flow velocities, and time-varying constituent concentrations by numerically integrating finite-difference forms of the equations of mass and momentum conservation in conjunction with transport equations for heat, salt, and dissolved constituents. Previous, preliminary calibration efforts have been extended and validity of the model implementation improved. Field-measured and model-computed water levels compare within ?? 2 cm and maximum computed flood and ebb flow discharges are within 3% of measured values. Indications are that further improvements can be effected.