This U.S. Geological Survey report documents a conceptual and numerical model of the glacial aquifer system north of Aberdeen, South Dakota, that can be used to evaluate and manage the city of Aberdeen's water resources. The glacial aquifer system in the model area includes the Elm, Middle James, and Deep James aquifers, with intervening confining units composed of glacial till. The Elm aquifer ranged in thickness from less than 1 to about 95 feet (ft), with an average thickness of about 24 ft; the Middle James aquifer ranged in thickness from less than 1 to 91 ft, with an average thickness of 13 ft; and the Deep James aquifer ranged in thickness from less than 1 to 165 ft, with an average thickness of 23 ft. The confining units between the aquifers consisted of glacial till and ranged in thickness from 0 to 280 ft. The general direction of groundwater flow in the Elm aquifer in the model area was from northwest to southeast following the topography. Groundwater flow in the Middle James aquifer was to the southeast. Sparse data indicated a fairly flat potentiometric surface for the Deep James aquifer. Horizontal hydraulic conductivity for the Elm aquifer determined from aquifer tests ranged from 97 to 418 feet per day (ft/d), and a confined storage coefficient was determined to be 2.4x10-5. Estimates of the vertical hydraulic conductivity of the sediments separating the Elm River from the Elm aquifer, determined from the analysis of temperature gradients, ranged from 0.14 to 2.48 ft/d. Average annual precipitation in the model area was 19.6 inches per year (in/yr), and agriculture was the primary land use. Recharge to the Elm aquifer was by infiltration of precipitation through overlying outwash, lake sediments, and glacial till. The annual recharge for the model area, calculated by using a soil-water-balance method for water year (WY) 1975-2009, ranged from 0.028 inch in WY 1980 to 4.52 inches in WY 1986, with a mean of 1.56 inches. The annual potential evapotranspiration, calculated in soil-water-balance analysis, ranged from 21.8 inches in WY 1983 to 27.0 inches in WY 1985, with a mean of 24.6 inches. Water use from the glacial aquifer system primarily was from the Elm aquifer for irrigation, municipal, and suburban water supplies, and the annual rate ranged from 1.0 to 2.4 cubic feet per second (ft3/s). The MODFLOW-2005 numerical model represented the Elm aquifer, the Middle James aquifer, and the Deep James aquifer with model layers 1-3 respectively separated by confining layers 1-2 respectively. Groundwater flow was simulated with 75 stress periods beginning October 1, 1974, and ending September 30, 2009. Model grid spacing was 200 by 200 ft and boundaries were represented by specified-head boundaries and no-flow boundaries. The model used parameter estimation that focused on minimizing the difference between 954 observed and simulated hydraulic heads for 135 wells. Calibrated mean horizontal hydraulic conductivity values for model layers 1-3 were 94, 41, and 30 ft/d respectively. Vertical hydraulic conductivity values for confining layers 1 and 2 were 0.0002 and 0.0003 ft/d, respectively. Calibrated specific yield for model layer 1was 0.1 and specific storage ranged from 0.0003 to 0.0005 per foot. Calibrated mean recharge rates ranged from 2.5 in/yr where glacial till thickness was less than 10 ft to 0.8 in/yr where glacial till thickness was greater than 30 ft. Calibrated mean annual evapotranspiration rate was 8.8 in/yr. Simulated net streamflow gain from model layer 1 was 3.1 ft3/s.