A numerical transient model of the surficial and Floridan aquifer systems in east-central Florida was developed to (1) increase the understanding of water exchanges between the surficial and the Floridan aquifer systems, (2) assess the recharge rates to the surficial aquifer system from infiltration through the unsaturated zone and (3) obtain a simulation tool that could be used by water-resource managers to assess the impact of changes in groundwater withdrawals on spring flows and on the potentiometric surfaces of the hydrogeologic units composing the Floridan aquifer system. The hydrogeology of east-central Florida was evaluated and used to develop and calibrate the groundwater flow model, which simulates the regional fresh groundwater flow system. The U.S. Geological Survey three-dimensional groundwater flow model, MODFLOW-2005, was used to simulate transient groundwater flow in the surficial, intermediate, and Floridan aquifer systems from 1995 to 2006. The east-central Florida transient model encompasses an actively simulated area of about 9,000 square miles. Although the model includes surficial processes-rainfall, irrigation, evapotranspiration, runoff, infiltration, lake water levels, and stream water levels and flows-its primary purpose is to characterize and refine the understanding of groundwater flow in the Floridan aquifer system. Model-independent estimates of the partitioning of rainfall into evapotranspiration, streamflow, and aquifer recharge are provided from a water-budget analysis of the surficial aquifer system. The interaction of the groundwater flow system with the surface environment was simulated using the Green-Ampt infiltration method and the MODFLOW-2005 Unsaturated-Zone Flow, Lake, and Streamflow-Routing Packages. The model is intended to simulate the part of the groundwater system that contains freshwater. The bottom and lateral boundaries of the model were established at the estimated depths where the chloride concentration is 5,000 milligrams per liter in the Floridan aquifer system. Potential flow across the interface represented by this chloride concentration is simulated by the General Head Boundary Package. During 1995 through 2006, there were no major groundwater withdrawals near the freshwater and saline-water interface, making the general head boundary a suitable feature to estimate flow through the interface. The east-central Florida transient model was calibrated using the inverse parameter estimation code, PEST. Steady-state models for 1999 and 2003 were developed to estimate hydraulic conductivity (K) using average annual heads and spring flows as observations. The spatial variation of K was represented using zones of constant values in some layers, and pilot points in other layers. Estimated K values were within one order of magnitude of aquifer performance test data. A simulation of the final two years (2005-2006) of the 12-year model, with the K estimates from the steady-state calibration, was used to guide the estimation of specific yield and specific storage values. The final model yielded head and spring-flow residuals that met the calibration criteria for the 12-year transient simulation. The overall mean residual for heads, defining residual as simulated minus measured value, was -0.04 foot. The overall root-mean square residual for heads was less than 3.6 feet for each year in the 1995 to 2006 simulation period. The overall mean residual for spring flows was -0.3 cubic foot per second. The spatial distribution of head residuals was generally random, with some minor indications of bias. Simulated average evapotranspiration (ET) over the 1995 to 2006 period was 34.5 inches per year, compared to the calculated average ET rate of 36.6 inches per year from the model-independent water-budget analysis. Simulated average net recharge to the surficial aquifer system was 3.6 inches per year, compared with the calculated average of 3.2 inches per year from the model-independent waterbudget analysis. Groundwater withdrawals from the Floridan aquifer system averaged about 800 million gallons per day, which is equivalent to about 2 inches per year over the model area and slightly more than half of the simulated average net recharge to the surficial aquifer system over the same period. Annual net simulated recharge rates to the surficial aquifer system were less than the total groundwater withdrawals from the Floridan aquifer system only during the below-average rainfall years of 2000 and 2006.