Purpose – The purpose of this paper is to discuss the value and learning potential of work-based projects to both worker-researchers and their organisations. Design/methodology/approach – Within the School of Health, Community and Education Studies at Northumbria University, work-based learning (WBL) programmes are becoming increasingly important as a vehicle to enable individuals to gain academic credit and qualifications through developing their personal and professional repertoire of skills and knowledge, and also as a mechanism to improve organisational practice/change. To this end the School has used work-based projects (WBPs) to work innovatively in partnership with employers. Three short case studies are used to explore how WBPs have been used effectively to meet the particular needs of both the workplace and the learner and to discuss the challenges that these initiatives pose in higher education (HE). Findings – The paper finds that a number of identified issues currently challenging the authors' approaches to WBL have a wider resonance across the WBL community: issues concerning individuals undertaking work-based-learning who are unfamiliar with academic learning and how they can be supported to use the skills of enquiry as a tool to implement change in practice; the complexities of using WBL approaches within multi- professional groups at differing stages in the continuum from novice to expert and who present individual diverse entry behaviour and learning needs; and the challenges facing the WBL academic working, to recognise and assess the diverse learning acquired throughout the WBL journey so that it can be formally recognised within an HE setting. Originality/value – The interrelation between action learning, action research and WBPs is introduced and discussed and the impact of the WBL process on the learner, the HE academic and the organisation scrutinised.