While reverse osmosis RO for desalination of brackish water, seawater and wastewater is a most economical and powerful method, its sensitivity to fouling points to the importance of understanding the water chemistry involved and methods of fouling control and system maintenance. "s a chemical developer of antiscalants, antifoulants, and operation and maintenance chemicals needed for RO systems, we present here a basic understanding of RO chemistry, the challenges of scaling and colloidal fouling that limits % recovery of permeate and some breakthroughs we have attained.