Passive sampling of dissolved hydrophobic contaminants with lipid (triolein)-containing semipermeable membrane devices (SPMDs) has been gaining acceptance for environmental monitoring. Understanding of the accumulation process has employed a simple polymer film-control model of uptake by the polymer-enclosed lipid, while aqueous film control has been only briefly discussed. A more complete three-compartment model incorporating both aqueous film (turbulent-diffusive) and polymer film (diffusive) mass transfer is developed here and is fit to data from accumulation studies conducted in constant-concentration, flow-through dilutors. This model predicts aqueous film control of the whole device for moderate to high K_ow compounds, rather than polymer film control. Uptake rates for phenanthrene and 2,2‘,5,5‘-tetrachlorobiphenyl were about 4.8 and 4.2 L/day/standard SPMD, respectively. Maximum 28 day SPMD concentration factors of 30 000 are predicted for solutes with log K_ow values of >5.5. Effects of varying aqueous and polymer film thicknesses and solute diffusivities in the polymer film are modeled, and overall accumulation by the whole device is predicted to remain under aqueous film control, although accumulation in the triolein may be subject to polymer film control. The predicted half-life and integrative response of SPMDs to pulsed concentration events is proportional to log K_SPMD.