Aquaculture has been the fastest growing animal food producing sector in the world (FAO 2010). The aquaculture sector plays a major role in Bangladesh as it is associated with many dimensions of the poverty alleviation strategy, as it provides food, livelihood, employment and income, as well as foreign exchange to the country. The contribution to GDP is 4.4% and 2.7% to export (DoF 2012). Total consumption of pangas and tilapia is 59,500 and 16,200 tonnes, respectively. Pangas and tilpia farming in Bangladesh contributed with 10.17% and 8.10% to national aquaculture production. (FSY, 2012-13). The most important input factor in aquaculture production is quality water. Low water quality in terms of pollution, lack of oxygen, toxic algae’s and transfer of diseases etc. can have numerous negative effects on production and quality of fish and fishery products. The negative effects can be identified as higher mortality, non-optimal growth rates, diseases and a low quality of the fish produced. Low quality can affect human welfare if the fish contain pollutants, such as arsenic, lead, and toxins. In addition to diseases and pollutants, the quality of fish is challenged by off-flavor and off-taste of the fish. Bangladeshi consumers hesitate to buy pond-raised fish due to an unpleasant flavor and taste of the fish, as also found in the Danida pilot study (Mahmud et al. 2013). The off-flavors are assumed produced by different microorganisms in the water (Lylloff et al. 2012). Consumers in developed countries prefer white fish meat, not yellow meat suspected to contain contaminants or off-flavors like pangas/tilapia in Bangladesh. Export of pangas/tilapia is small; despite the Bangladesh has adequate support services for the fisheries sector than e.g. Vietnam, which over the last decade have experienced substantial growth rates in pangasius export. Hence, addressing water quality and logistic problems through governance is not only important for supplying more and healthier fish domestically and for providing employment in rural areas, but also for making the sector more export oriented. Low water quality is revealed in the quality of the fish. Where an unbroken cooling chain is absent, fish quality is further reduced through transport. Hence, to upgrade value chains of pangas/tilapia in Bangladesh both water quality and logistics needs to be addressed, as well as consumers need to be willing to pay for improved quality of fish. Research questions are: To what extent are fish-depleting microorganisms, arsenic, lead and pesticides of economic importance? Can they be reduced? Do water quality initiatives pay? Who are the main actors in the value chain? What are the major bottlenecks? How are prices formed? How much are consumers willing to pay for improved quality of fish? Can chains be upgraded through governance, water and fish quality and export focus? The knowledge provided in the project will serve as a basis for upgrading pangs/tilapia value chains focusing at governance and firm management alternatives among and between actors at each level in the chain and public authorities.