In this study, we have integrated a suite of Holocene paleoclimatic proxies with mathematical modeling in an attempt to obtain a comprehensive picture of how watersheds respond to past climate change. A three-dimensional surface-water-groundwater model was developed to assess the effects of mid-Holocene climate change on water resources within the Crow Wing Watershed, Upper Mississippi Basin in north central Minnesota. The model was first calibrated to a 50 yr historical record of average annual surface-water discharge, monthly groundwater levels, and lake-level fluctuations. The model was able to reproduce reasonably well long-term historical records (1949-1999) of water-table and lake-level fluctuations across the watershed as well as stream discharge near the watershed outlet. The calibrated model was then used to reproduce paleogroundwater and lake levels using climate reconstructions based on pollen-transfer functions from Williams Lake just outside the watershed. Computed declines in mid-Holocene lake levels for two lakes at opposite ends of the watershed were between 6 and 18 m. Simulated streamflow near the outlet of the watershed decreased to 70% of modern average annual discharge after ???200 yr. The area covered by wetlands for the entire watershed was reduced by ???16%. The mid-Holocene hydrologic changes indicated by these model results and corroborated by several lake-core records across the Crow Wing Watershed may serve as a useful proxy of the hydrologic response to future warm, dry climatic forecasts (ca. 2050) made by some atmospheric general-circulation models for the glaciated Midwestern United States. ?? 2007 Geological Society of America.