Ground water is the main source of water in the Santa Clara-Calleguas ground-water basin that covers about 310 square miles in Ventura County, California. A steady increase in the demand for surface- and ground-water resources since the late 1800s has resulted in streamflow depletion and ground-water overdraft. This steady increase in water use has resulted in seawater intrusion, inter-aquifer flow, land subsidence, and ground-water contamination. The Santa Clara-Calleguas Basin consists of multiple aquifers that are grouped into upper- and lower-aquifer systems. The upper-aquifer system includes the Shallow, Oxnard, and Mugu aquifers. The lower-aquifer system includes the upper and lower Hueneme, Fox Canyon, and Grimes Canyon aquifers. The layered aquifer systems are each bounded below by regional unconformities that are overlain by extensive basal coarse-grained layers that are the major pathways for ground-water production from wells and related seawater intrusion. The aquifer systems are bounded below and along mountain fronts by consolidated bedrock that forms a relatively impermeable boundary to ground-water flow. Numerous faults act as additional exterior and interior boundaries to ground-water flow. The aquifer systems extend offshore where they crop out along the edge of the submarine shelf and within the coastal submarine canyons. Submarine canyons have dissected these regional aquifers, providing a hydraulic connection to the ocean through the submarine outcrops of the aquifer systems. Coastal landward flow (seawater intrusion) occurs within both the upper- and lower-aquifer systems. A numerical ground-water flow model of the Santa Clara-Calleguas Basin was developed by the U.S. Geological Survey to better define the geohydrologic framework of the regional ground-water flow system and to help analyze the major problems affecting water-resources management of a typical coastal aquifer system. Construction of the Santa Clara-Calleguas Basin model required the compilation of geographic, geologic, and hydrologic data and estimation of hydraulic properties and flows. The model was calibrated to historical surface-water and ground-water flow for the period 1891-1993. Sources of water to the regional ground-water flow system are natural and artificial recharge, coastal landward flow from the ocean (seawater intrusion), storage in the coarse-grained beds, and water from compaction of fine-grained beds (aquitards). Inflows used in the regional flow model simulation include streamflows routed through the major rivers and tributaries; infiltration of mountain-front runoff and infiltration of precipitation on bedrock outcrops and on valley floors; and artificial ground-water recharge of diverted streamflow, irrigation return flow, and treated sewage effluent. Most natural recharge occurs through infiltration (losses) of streamflow within the major rivers and tributaries and the numerous arroyos that drain the mountain fronts of the basin. Total simulated natural recharge was about 114,100 acre-feet per year (acre-ft/yr) for 1984-93: 27,800 acre-ft/yr of mountain-front and bedrock recharge, 24,100 acre-ft/yr of valley-floor recharge, and 62,200 acre-ft/yr of net streamflow recharge. Artificial recharge (spreading of diverted streamflow, irrigation return, and sewage effluent) is a major source of ground-water replenishment. During the 1984-93 simulation period, the average rate of artificial recharge at the spreading grounds was about 54,400 acre-ft/yr, 13 percent less than the simulated natural recharge rate for streamflow infiltration within the major rivers and tributaries. Estimated recharge from infiltration of irrigation return flow on the valley floors averaged about 51,000 acre-ft/yr, and treated sewage effluent averaged about 9,000 acre-ft/yr. Artificial recharge as streamflow diversion to the spreading grounds has occurred since 1929, and treated-sewage effluent has been discharged to stream channels since 1930. Under