The Whyalla region is currently in a unique situation due to a 'boom' in the minerals resources industry in South Australia. This paper describes the outcomes of research by the Centre for Regional Engagement of the University of South Australia that aimed to determine the key challenges and opportunities that owner/managers of small businesses in the region were currently facing as a result of the mining boom. The study focussed on enterprises operating within the retail and services sector in Whyalla. The paper gives a background to doing business in Whyalla, outlines the challenges and risks and the perceived opportunities that were identified, and discusses the steps being undertaken by the firms to make the most of the opportunities and to protect their businesses against the threats. The results of the research will provide information useful to bodies such as the Whyalla Economic Development Board, in enabling them to support the firms where necessary so that the businesses are better placed to take advantage of the anticipated new opportunities in the market place.