This study attempts to describe and explain the Review of School Based Assessment (ROSBA) health and physical education (HPE) innovation, and to generate at a substantive level theory which can make sense of events at Seaview, Newport, Northcliffe and St Anne's secondary schools in Queensland and to provide an account of how the ROSBA curriculum innovation responded to its context. To achieve this there is acknowledgement of the view that the curriculum process is at root political and ideological. The methods of data collection used in this study, were employed within the dynamic process of the research act, which was guided primarily by a ' grounded-theory' approach to field work. The 'grounded theory' approach of Glaser and Strauss involves the systematic generation of theory from data. The guiding principle is 'theoretical sampling'. Theoretical sampling in this study developed two distinct stages; the second developing out of the first. The first stage involved the identification of several issues from teachers at Seaview School. The second stage developed out of dissatisfactions with the interactions and theoretical framework, and as a result of an interest in the wider social, historical, economical and political factors which may have been underpinning the ROSBA HPE curriculum.