Abstract: Water transfer through the organic phase of kerosene containing surfactant Span 80,L113B and certain carrier wasstudied theoretically and experimentally in(W/O)/W liquid surfactant membranes.The process of swelling owing to os-motic pressure can be pictured as solubilization of water in membrane phase caused by surfactant and certain carriers andthen diffusion of it through the membrane between the two aqueous phases due to the gradient of chemical potential.Amathematical model for estimating the permeation-swelling rate has been developed.This mathematical model does notcontain any adjustable parameters and the predicted values agree well with the experimental data of Fujinawa et al.,Xinsheng Ma and Yajun Shi and the authors.Using an apparatus developed for measuring the solubility of water in membrane phase,data for solubilization ofwater in oil caused by some surfactants and carrier were measured.