For simulating fresh and salt water mixing in estuaries, a three dimensional nonlinear baroclinic numerical model isdeveloped, in which the gradients of horizontal pressure contain the gradient of barotropic pressure arising from the gradi-ent of tidal level and the gradient of baroclinic pressure due to the gradient of salinity. The Eulerian-Lagrangian method isemployed to descretize both the momentum equations of tidal motion and the equation of salt water diffusion so as to im-prove the computational stability and accuracy. The methods to provide the boundary conditions and the initial conditionsare proposed, and the criterion for computational stability of the salinity fields is presented. The present model is used formodeling fresh and salt water mixing in the Yangtze Estuary. Computations show that the salinity distribution has thecharacteristics of partial mixing pattern, and that the present model is suitable for simulation of fresh and salt water mixing in the Yangtze Estuary.