The current study was undertaken to improve the understanding of the long-term impacts of urbanization on hydrologic behavior and water supply in semi-arid regions. The study focuses on the Upper Santa Clara River basin in northern Los Angeles County which is undergoing rapid and extensive development. The Hydrologic Simulation Program- Fortran (HSPF) model is parameterized with land use, soil, and channel characteristics of the study watershed. Model parameters related to hydrologic processes are calibrated at the daily timestep using various spatial configurations of precipitation and parameters. Results indicate that the HSPF performs best with distributed precipitation forcing and parameters (distributed scenario), however the model performs fairly well under all scenarios. The model also shows slightly better performance during wetter seasons and years than during drier periods. Potential urbanization scenarios are generated on the basis of a regional development plan. The calibrated (and validated) model is run under the proposed development scenarios for a ten year period. Results reveal that increasing development increases total annual runoff and wet season flows, while decreases are observed in baseflow and groundwater recharge during both dry and wet seasons. As development increases, medium sized storms increase in both peak flow and overall volume, while low and high flow events (extremes) appear less affected. Urbanization is also shown to decrease recharge and, when considered at the regional-scale, could potentially result in a loss of critical water supply to southern California