As the water content of Nafion membranes increases, the local environments of water molecules change due to reorganization of the pendant side chains in the hydrophilic domains. Changes in local structure as a function of water content are studied by measuring the IR spectra and the vibrational lifetimes of the hydroxyl stretch of dilute HOD in H2O. The main features of the IR spectra are fit well by a weighted sum of the spectra of bulk water and almost dry Nafion, suggesting a two-environment model. An additional small peak on the high frequency side of the main band associated with non-hydrogen-bonded water embedded in the polymer near the interface is analyzed quantitatively as a function of the membrane water content. The spectra of this peak show that a significant reorganization of the interfacial region occurs when the water content of the membrane exceeds the threshold for ion conduction. Vibrational excited state population relaxation times ( lifetimes) of the main band lengthen substantially as the water content of the membrane is decreased. The population decays are not single exponentials and indicate that multiple ensembles of water molecules exist, and the characteristics of the individual ensembles change with water content. This is in contrast to the spectra of the main water absorption band, which is only sensitive to two classes of water molecules.