The paper describes a simple and cost-effective design and fabrication process of a liquid-filled variable-focal lens. The lens was made of soft polymer material, its shape and curvature can be controlled by hydraulic pressure. An electroactive polymer is used as an actuator. A carbon-polymer composite (CPC) was used. The device is composed of elastic membrane upon a circular lens chamber, a reservoir of liquid, and a channel between them. It was made of three layers of polydimethylsiloxane (PDMS), bonded using the partial curing technique. The channels and reservoir were filled with incompressible liquid after curing process. A CPC actuator was mechanically attached to reservoir to compress or decompress the liquid. Squeezing the liquid between the reservoir and the lens chamber will push the membrane inward or outward resulting in the change of the shape of the lens and alteration of its focal length. Depending on the pressure the lens can be plano-convex or plano-concave or even switch between the two configurations. With only a few minor modifications it is possible to fabricate bi-convex and bi-concave lenses. The lens with a 1 mm diameter and the focal length from infinity to 17 mm is reported. The 5x15mm CPC actuator with the working voltage of only up to ±2.5 V was capable to alter the focal length within the full range of the focal length in 10 seconds.© (2011) COPYRIGHT Society of Photo-Optical Instrumentation Engineers (SPIE). Downloading of the abstract is permitted for personal use only.