The oil business uses a large quantity of water during the drilling and completion of an unconventional gas well. In many of the shale plays each well needs in excess of 4 million gallons of water (100,000 bbl) during the drilling and completions operations. Water is a precious resource and many areas are faced with water shortages. Water shortages extend to almost all the traditional oil and gas producing areas in the United States including Colorado, California, Wyoming, Texas and Oklahoma. Also, the arid areas of Australia, The Middle East, and Africa see even more severe shortages of fresh water than in the United States. Moreover, in areas where water is not in short supply such as Indonesia, Malaysia, and the Eastern United States, discharge of high salt content water is problematic. In order to assure itself of adequate water for drilling and completion operations, the oil business needs to change the ways it has traditionally transacted its business. As stated above many drilling areas are faced with water shortages, whereas many other producing areas are faced with high disposal costs for frac flow back water and produced water. In many traditional production areas disposal of water is simple and usually inexpensive since there are numerous injection wells in these traditional production areas. However, in some of the new Shale plays the access to injection wells for disposal of produced water and frac flow back water is very limited. Part of the solution is to recycle the frac flow back water and the produced water for use as drilling fluid or for Frac Fluid. How clean does this water need to be for use as a drilling fluid or a frac fluid? What techniques are used to clean this water? How costly are the various techniques? These questions and others will be addressed in this paper.