This paper reviews waterflood management practices, highlighting key industry papers. It is intended to move readers up the "learning curve" and provide a road map for implementing and operating a successful waterflood project. It will assist reservoir engineers, production-operations engineers, and development geologists who are involved in or are contemplating waterflood operations. The paper addresses operating philosophy, well spacing (density), pattern development (selection), completions, injection water, and surveillance. Although these factors are presented from a west Texas perspective, they are applicable to reservoirs having a high degree of vertical and areal heterogeneity. In addition to a brief history of waterflooding, the paper reflects "lessons learned" through years of experience in waterflooding and CO 2 flooding carbonate reservoirs, principally in west Texas. This experience has been gained through work in both a major and a large independent oil company, through interfacing with outside operators of all sizes, and through consulting for small, independent oil companies. A Brief History of Waterflooding Although the history of waterflooding dates back as early as 1865, the use of waterflooding as a recovery method did not come into widespread acceptance and use until the early 1950's. 1 In west Texas, there was a significant expansion of the oil industry in the 1950's with the discovery of a number of very large fields such as Wasson, Slaughter, Levelland, North and South Cowden, Means, and Seminole. Statewide rules forced most fields to be developed on a density of 40 acres per producing well. These solution gas drive reservoirs were found in highly heterogeneous shallow shelf carbonates. 2-5 Consequently, reservoir energy depleted within a few short years and producing rates dropped rapidly. To compound matters, many of the wells were completed in only the high permeability streaks and well above any possible water production. Water injection was implemented to restore oil production rates. The typical waterflood development scenario went something like this: First, some wells around the perimeter of the property were converted to water injection, thus creating a "peripheral waterflood." An alternative scheme was a single line of injectors through the center of the field. 6,7 When this had only minimal effect, largely due to low injectivity in the relatively low permeability reservoirs (0.1 to 20 md.), some interior wells were converted to water injection. Often the wells converted were the poorer producing wells or were selected so as to set up an inverted 9-spot pattern (3 producing wells for every injection well). In the 1970's, it was realized that the conversion of wells to water injection effectively raised the density of producing wells to a value greater than 40 acres per producing well. Drilling additional producing wells SPE 40044