1. Water flows over the gills in opposite direction as blood flow inside gills
2. Diffusion: more concentrated ⇒ less concentrated
3. When seawater comes in, seawall is 100% saturated, oxygen goes down as it moves across gill, inside gill we have blood (blood has come back from given all O2 to the body)
4. Blood picks up a lot of O2 as it reaches the edge of gill
5. Seawater pairs with blood