Water uptake characteristics of BisGMA-based composites incorporating untreated and surface-treated hydroxyapatite (HA) with a silane coupling agent have been investigated. The water absorption and desorption behaviour of these composites obeyed the classical diffusion theory. The diffusion coefficients of the composites during first absorption were very similar to that for the base resin, suggesting that the water uptake process occur mainly in the resin matrix. The incorporation of HA reduced the water uptake of the base resin and lower uptake was found for those formulated with surface-treated HA. It was also observed that the equilibrium uptake decreased with increasing filler loading. However, the filled specimens had a higher water absorption than which would be expected on the basis of the resin content. This increase in the water uptake was largely due to the presence of porosity and filler particle aggregates in the microstructure of composites, although the adsorption of some water onto the filler surface has not been ruled out. The experimental composites showed higher solubilities than that obtained for the base resin.