The developed part of Elmendorf Air Force Base near Anchorage, Alaska, consists of two basins with drainage areas of 4.0 and 0.64 square miles, respectively. Runoff and suspended-sediment data were collected from August 1996 to March 1998 to gain a basic understanding of the surface-water hydrology of these areas and to estimate flood-frequency characteristics. Runoff from the larger basin averaged 6 percent of rainfall, whereas runoff from the smaller basin averaged 13 percent of rainfall. During rainfall periods, the suspended-sediment load transported from the larger watershed ranged from 179 to 21,000 pounds and that from the smaller watershed ranged from 23 to 18,200 pounds. On a yield basis, suspended sediment from the larger watershed was 78 pounds per inch of runoff and from the smaller basin was 100 pounds per inch of runoff. Suspended-sediment loads and yields were generally lower during snowmelt periods than during rainfall periods. At each outfall of the two watersheds, water flows into steep natural channels. Suspended-sediment loads measured approximately 1,000 feet downstream from the outfalls during rainfall periods ranged from 8,450 to 530,000 pounds. On a yield basis, suspended sediment averaged 705 pounds per inch of runoff, more than three times as much as the combined sediment yield from the two watersheds. The increase in suspended sediment is most likely due to natural erosion of the streambanks. Streamflow data, collected in 1996 and 1997, were used to calibrate and verify a U.S. Geological Survey computer model?the Distributed Routing Rainfall Runoff Model-Version II (DR3M-II). The model was then used to simulate annual peak discharges and runoff volumes for 1981 to 1995 using historical rainfall records. Because the model indicated that surcharging (or ponding) would occur, no flood-frequency analysis was done for peak discharges. A flood-frequency analysis of flood volumes indicated that a 10-year flood would result in 0.39 inch of runoff (averaged over the entire drainage basin) from the larger watershed and 1.1 inches of runoff from the smaller watershed.