How can action learning be used as part of an overall approach to changing the culture of an organisation? This article describes some of the work being done by managers in South Cambridgeshire district to build a more empowered and engaged organisation following the appointment of a new chief executive tasked with raising standards in an organisation which had had a challenging history, where morale was low and where significant reductions in the workforce were taking place. The article describes the purpose of action learning in this particular context, the membership of the action learning groups and the uses to which action learning is being put by managers in the Council.