Abstract: Significant advances in regional groundwater flow modelling have been driven by the demand to predict regional impacts of human inferences on groundwater systems and associated environment.The wide availability of powerful computers,user friendly modelling systems and GIS stimulates an exponential growth of regional groundwater modelling.Large scale transient groundwater models have been built to analyse regional flow systems,to simulate water budget components changes,and to optimise groundwater development scenarios.This paper reviews the historical development of regional groundwater modelling.Examples of Death Valley and Great Artesian Basin transient groundwater models are introduced to show the application of large scale regional groundwater flow models.Methodologies specific for regional groundwater modelling are descried and special issues in regional groundwater modelling are discussed also.