Arid regions are widely distributed around the world. Soil water fluxes are related to the actual evaporation that is closely related to ground surface temperature and relative humidity. A soil can be dried such that its water content is below residual conditions. Of particular interest in this paper is the shear strength of very dry soils. This paper reports results on the relationship between total suction and shear strength beyond the residual water content state. This study involved performing unconfined compression tests for compacted, unsaturated soils and measuring the soil-water characteristic curves. A silty soil and kaolin were used in this test program. Two types of compacted, unsaturated soils were subjected to total suctions as high as 124,000 kPa and the shear strengths were measured. The soil-water characteristic curves were measured over a wide range of suctions. The residual state for the silty soil is clearly defined. The residual state for the kaolin is difficult to define. The shear strength in the residual state appears to increase slightly. This paper concludes that the failure envelope is essentially horizontal in the residual states