Aquifers enclosed or confined by sediments that impede or retard the vertical movement of groundwater generally leak. A stochastic dynamic programing model for the optimal operation of a composite system of two coupled leaky aquifers and a surface water subsystem is formulated and applied to the Roswell basin in New Mexico. The optimal operating policies for the two coupled aquifers of the basin are influenced by the values added to the basin by different crops, by the amounts of water in storage in the two aquifers, by the discount factor, and by mutual leakage of the aquifers. Some of these factors tend to increase whereas others tend to decrease the operating policy. The resultant of all these factors determines the final operating decision rule. The magnitude and direction of leakage are determined by the relative storages in the aquifers. Coupled aquifer systems should be considered for conjunctive use only.