Abstract Flow rate and holdup are two essential parameters to describe oil-water two-phase flow. The distribution of oil-water two-phase flow in the pipeline is very uneven, and there is a significant slippage between the phases. This makes it difficult to measure these two flow parameters. In this paper, a new measurement method of flow rate and holdup based on phase state regulation is proposed. The oil-water two-phase flow is adjusted to oil or water single-phase flow according to the time sequence by the phase state regulation, and the oil-water phase interface is measured with a conductance sensor. A wavelet transform based phase inflection point detection model is proposed to detect the oil-water phase change point. The experimental results show that the maximum measurement error of the flow rate of water is 3.73%, the maximum measurement error of the flow rate of oil is 3.68%, and the flow rate measurement repeatability is 0.0002. The accuracy of the measurement holdup is better than 3.23%, and the repeatability of the measurement holdup is 0.0003. The prototype designed based on this method has two advantages. One is that it is small in size, the other is that it does not depend on the accuracy of the sensor. Therefore, it can be widely used in oilfield ground measurement.