The El Ni¿o--Southern Oscillation (ENSO) phenomenon is one of the dominant drivers of environmental variability in the tropics. In this study, we examine the connections between ENSO and the climate, ecosystem carbon balance, surface water balance, and river hydrology of the Amazon and Tocantins river basins in South America. First we examine the climatic variability associated with ENSO. We analyze long-term historical climate records to document the average climatic signature of the El Ni¿o and La Ni¿a phases of the ENSO cycle. Generally speaking, the average El Ni¿o is drier and warmer than normal in Amazonia, while the average La Ni¿a is wetter and cooler. While temperature changes are mostly uniform through the whole year and are spatially homogeneous, precipitation changes are stronger during the wet season (January-February-March) and are concentrated in the northern and southeastern portions of the basin. Next we use a land surface/ecosystem model (IBIS), coupled to a hydrological routing algorithm (HYDRA), to examine how ENSO affects land surface water and carbon fluxes, as well as changes in river discharge and flooding. The model results suggest several responses to ENSO: (1) During the average El Ni¿o, there is an anomalous source of CO2 from terrestrial ecosystems, mainly due to a decreased net primary production (NPP) in the north of the basin. There is also a decrease in river discharge along many of the rivers in the basin, which causes a decrease in flooded area along the main stem of the Amazon. (2) During the average La Ni¿a, there is an anomalous sink of CO2 into terrestrial ecosystems, largely due to an increase in NPP in the northern portion of the basin. In addition, there is a large increase in river discharge in the Amazon basin, especially from the northern and western tributaries. There is a corresponding increase in flooded area, largely in the northern rivers. These results illustrate that changes in water and carbon balance associated with ENSO have complex, spatially heterogeneous features across the basin. This underscores the need for comprehensive analyses, using long-term observational data and model simulations, of regional environmental systems and their response to climatic variability.