In this research, histological changes of gill and kidney, as a basic and important organ in osmoregulation, during migration from Musa creek to Karun and Bahmanshir rivers was studied. Ten fish from each station of Persian gulf, Karun and Bahmanshir with similarity in  biometric of size and weight were collected. After fixation in Bouin's solutions, routine procedure of tissue preparation was done and 6μm sections stained with Hematoxylin and Eosin, studied by optical microscope equipped with a daynolit lenses. The greatest number and area of chloride cells were seen in sea samples but they decreased during migration to Karun and Bahmanshir rivers (p<0.05). But there was no significant difference between samples of Karun and Bahmanshir (p>0.05). In kidney, during migration from the sea to the river, the diameter of proximal and distal lumen increased. But in Karun samples, diameter of lumen of distal tubules were higher than others station. Also, there was no significant difference in other tubule between in Karun and Bahmanshir samples. Therefore according to this study, gill and kidney have active participation in osmoregulation. This fish can be a good model for study of osmoregulation in different salinities because of adaptation and response to different environmental salinities in gill that associated with histologic changes.