Abstract. The behavior of groundwater response to leakage of surface water in the middle reaches area of Heihe River Basin is significantly influenced by a thick vadose zone. The groundwater regime is a result of two recharge events due to leakage of Heihe River and irrigation water with different delay time. A nonlinear leakage model is developed to calculate the monthly leakage of Heihe River in considering changes of streamflow, river stage and agricultural water utilization. Numerical modeling of variable saturated flow is carried out to investigate the general behaviors of leakage-recharge conversion through a thick vadose zone. It is found that the recharge pattern can be approximated by simple reservoir models of leakages under a river and under an irrigation district with different delay-time and recession coefficient. A triple-reservoir model of relationship between surface water, vadose zone and groundwater is developed. It reproduces the groundwater regime during 1989–2006 with variable streamflow of Heihe River and agricultural water utilization. The model is applied to interpret changes of groundwater level during 2007–2008 that observed in the Watershed Airborne Telemetry Experimental Research (WATER).