Cellular membranes are exposed to extreme conditions during the processing steps involved in cryopreservation (and freeze-drying) of cells. The first processing step involves adding protective agents. Exposing cells to protective agents causes fluxes of both water and solutes (i.e., permeating cryoprotective agents) across the cellular membrane, resulting in cell volume changes and possibly osmotic stress. In addition, protective molecules may interact with lipids, which may lead to membrane structural changes and permeabilization. After loading with protective agents, subsequent freezing exposes cells to severe osmotic and mechanical stresses, caused by extra and/or intracellular ice formation and a drastically increased solute concentration in the unfrozen fraction. Furthermore, cellular membranes undergo thermotropic and lyotropic phase transitions during cooling and freezing, which drastically alter the membrane permeability and its barrier function. In this article, it is shown that membrane permeability to water and solutes is dependent on the temperature, medium osmolality, types of solutes present, cell hydration level, and absence or presence of ice. Freezing most drastically alters the membrane permeability barrier function, which is reflected as a change in the activation energy for water transport. In addition, membranes become temporarily leaky during freezing-induced fluid-to-gel membrane phase transitions, resulting in the uptake of impermeable solutes.