To assess the effect that increased water use is having on the long-term availability of groundwater within the Ozark Plateaus aquifer system, a groundwater-flow model was developed using MODFLOW 2000 for a model area covering 7,340 square miles for parts of Arkansas, Kansas, Missouri, and Oklahoma. Vertically the model is divided into five units. From top to bottom these units of variable thickness are: the Western Interior Plains confining unit, the Springfield Plateau aquifer, the Ozark confining unit, the Ozark aquifer, and the St. Francois confining unit. Large mined zones contained within the Springfield Plateau aquifer are represented in the model as extensive voids with orders-of-magnitude larger hydraulic conductivity than the adjacent nonmined zones.