This paper deals with the analysis of some aspects of the vertical and lateral migration of oil spills in the unsaturated and the capillary zone of a phreatic aquifer. Our motivation stems from the fact that such contamination represents a severe danger for ground-water resources all over the world and from the present acute problem of jet-fuel contamination in some location of Israel. In the present study, we shall focus our efforts on the analysis of the upper layers of the aquifer which are often subjected to the most significant oil contamination. Neglecting coupled processes effects such as dilution, adsorption and volatilization, also adopting Richard＇s assumption, a three-phase flow model is introduced with capillary heads of the water and the oil as variables. The resulting model which is coupled and strongly non-linear is solved using a vertical two-dimensional Finite-Element procedure together with a quasi-Newton optimization algorithm. Applying that scheme, various scenarios of oil migration in the unsaturated and the capillary zone were simulated. Some migration characteristics prediced by the numerical simulations are discussed. In particular, the dynamics of the water and oil phases during the migration process is discussed.