Abstract: At SOAC 2011, the Victorian Department of Health North and West Metropolitan Region (DH) outlined its Regional Health and Wellbeing Implementation Strategy (Butterworth, 2011). This Strategy aims to implement the Victorian Public Health and Wellbeing Plan by harnessing the capability of the North and West Metropolitan Regional Management Forum (RMF). Members of the RMF include regional Directors of all state government departments and CEOs of 14 municipal Councils. Chaired by a Departmental Secretary, the RMF’s structure and function matches closely the intersectoral governance approach promoted through the World Health Organisation’s ‘Healthy Cities’ framework. DH has based its engagement with the RMF on the Healthy Cities approach. Using a Community Capacity Framework, this paper will outline the initiatives implemented and resulting changes to community capacity at the individual, civic engagement, organisational, inter-organisational and community-levels of analysis. Critical success factors include the systematic utilisation of the Healthy Cities approach; catalytic leadership; engagement of RMF members; and a champion in the RMF Chair. Critically, by linking the RMF with the University of Melbourne, key outcomes have included: a Place, Health and Liveability research program focusing on the region; leveraging $600,000 to build an RMF Integrated Data Platform and Portal; development of Liveability Indicators; and the University’s recent successful bid for $2.5M in funding to lead a new Centre of Research Excellence in Healthy, Liveable and Equitable Communities. Challenges addressed include: substantial changes in senior personnel; shrinkage of the public sector; and restructuring of government departments. Future directions and opportunities are outlined.