This paper presents the elemental abundances of 47 elements in 23 unfiltered retort waters form three simulated in-situ retorts and of 19 elements in the dissolved and particulate fraction of 11 of these waters. This work indicates that, for most of the unfiltered waters, the carbon, hydrogen, nitrogen, and sulfur occur in concentrations greater than 0.1 percent, then aluminum, arsenic, calcium, iron, potassium, sodium, nickel, and chlorine occur at concentrations greater than 1ppm, and that all other measured elements occur at concentrations of less than 1ppm, and that all other measured elements occur at concentrations of less than 1 ppm. The particulate fraction in these waters range from 203 to 2984 mg/1, and, in most waters, iron, nickel, potassium, and calcium occur at concentrations that are greater than 0.1 mg/1. All other measured elements vanadium, chromium, manganese, gallium, arsenic, selenium, bromine, rubidium, strontium, yttrium, mercury, lead) typically occur at concentrations of less than 0.05 mg/l in the particulates. About one percent of the total elemental mass of potassium, arsenic, and selenium occurs in the particulates while significantly greater than one percent of the elemental mass of iron, chromium, mercury, and nickel may be present as particulate matter. The dissolved metal content of some waters was significantly reduced during filtration by crystallization and bacterial uptake.