Abstract: The present invention relates generally to a below grade, blind side, dual waterproofing membrane assembly incorporating a sheet membrane with adhesive to fully bond to concrete/shotcrete, and a method of making and using same. More particularly, the invention encompasses a dual membrane system that acts as a barrier, and prevents, and blocks water and moisture, from passing from one side of the structure to the other side. The innovative barrier layer system can be used along a wall, a floor, a ceiling, or along any structure which requires water or moisture proofing. The invention can be most effectively used between a concrete or shotcrete layer and the surrounding earth, such as, along an area that has a high water table or ground moisture or hydrostatic pressure that may creep into a foundation or a wall.