This is a study of the addition of hydrophilic bentonite nano-platelets in acrylic resin and the resulting nano-composite coatings. The mechanism of the dispersion of the nano-platelets during film formation and curing from aqueous suspensions is described. The morphological features of the coating and the degree of exfoliation is examined via X-ray diffraction. The impact of the solvent evaporation rate on the properties of the film is studied. The influence of the shape of the nano-sized objects and their dispersion level on the transport characteristics of the nanocomposite film are measured and their effect on the polymer free volume is discussed.