The halcyon days of learning and development in New England Area Health Service ended with the 2005 NSW Health restructure. The previous decade had been one of creativity, innovation, risk-taking and major reform. The new order's focus is workforce capability and learning, touting strategic development rather than learning and development per se. What changes are effected remains to be seen. This paper takes a collage approach to the context and issues that drove innovation and reform in learning in the bush. Apart from providing a single repository for these, the attempt is made to reflect on the worth and value of the journey undertaken. Given the major difference in our approach to learning, compared with that from the other (then) seventeen area health services, the question is asked of our efficacy in transforming the learning culture. (Contains 1 table.)