This paper examines the connections between oil, water and soil in the Iranian province of Khuzestan during the reign of Mohammed Reza Pahlavi (r. 1941-1979). It seeks to expand understandings of “oil power” and the oil complex beyond representation in urban spaces, and to illustrate how oil-based technology was applied to alter rural environments and influence agriculture. In this way, the advancing methodology of understanding oil’s impact on societies can be brought outside the city and into the country, where the influence of an expanding oil and gas industry was felt in indirect and multi-faceted ways. Under the leadership of Abdolhossein Ebtehaj and the American liberal developmentalist David E. Lilienthal, the project to develop Khuzestan in the 1950s and early 1960s imagined oil as the means by which links could be formed between Iran’s rural population and the high modernism of the national development effort. Oil and natural gas were important not only in their capacity as sources of energy but in their ability to foster increased industrial and agricultural growth, by improving yields through fertilizers and oil-fed mechanization, and by allowing irrigation projects, including the massive Dez Dam, to open up more arable land. Iran’s farmers, who made up the vast majority of the local population, would have their lives changed indirectly by Iran’s increasing oil output. Oil, water and soil were therefore intimately linked in the plans to resuscitate Khuzestan, once Iran’s most populous and productive province. This effort connected to American notions of Iran as an “ancient” country that could be returned to its pre-Islamic prominence through the application of Western technical expertise. The end goal was a form of “petrochemical paradise,” where oil, water and soil would be linked together and provide the basis for modernity in Iran’s poorest areas. This paper draws on the personal papers and journals of David E. Lilienthal and the records of his company Development & Resources, housed in the library of Princeton University in Princeton NJ. It also utilizes the records of the Near East and Ford Foundations, two American organizations involved in rural development in Khuzestan, which are housed in the Rockefeller Archive Center in Tarrytown, NY, as well as the memoirs of Abdolhossein Ebtehaj and interviews with Ebtehaj and Iranians involved in the Khuzestan project compiled by the Foundation of Iranian Studies and Harvard University.