A computational model was developed to predict gas transfer and gas composition changes in membrane modules designed for addition of gases to groundwater. The model was verified using pilot-scale gas transfer experiments. The modeling and experimental results suggest that back diffusion of dissolved gases into the membrane has a significant effect on gas transfer via hollow-fiber membrane. In the experimental study, N2 back-diffusion reduced the partial pressure of O2 within the membrane and decreased the concentration gradient for gas transfer. The model was able to simulate both the dynamic and steady-state gas transfer behavior of the membranes under a variety of operating conditions. This model can be used to estimate gas transfer as a function of different membrane module design and operating conditions.