This paper explores issues of school autonomy within the context of the performative demands of the audit culture. The focus is on a case study of Clementine Academy, a large and highly diverse English secondary school. Specific situated, professional, material and external factors at the school were significant in shaping Clementine's response to and take-up of the policy of academisation (a key reform within broader government mandates to create an increasingly autonomised education system). Factors such as the school's intake and history, its ethos and values, its access to human and economic resources and its status and power as an outstanding school supported its confident and "morally" focused take-up of this policy. Clementine's privileged position in relation to these factors enabled the school to mediate and challenge some of the negative effects of the audit culture. This paper highlights the significance of considering these contextual factors in understanding the different ways in which schools are currently engaging their autonomy to cope with the demands of the audit culture.