Post 1997, the New Labour administration wanted to foster innovation in local government to reduce bureaucracy and modernise the public sector - part of the Local Government Modernisation Agenda (LGMA). One keystone of that agenda was to introduce a power of first resort for local government (DCLG,  2008). Authorities could regard this power as a license to offer creative and innovative solutions to local problems, to engage in any function that did not break the law. New Labour’s new discretionary power was called the Power of Well-Being. Despite central government’s aspiration, evidence shows that less than a fifth of local authorities have used the Power of Well-Being. This thesis provides a comparative investigation across four local authorities into their use of the Power of Well-Being. The aim of this research is to assess the impact of the Power of Well-Being on local authorities’ autonomy, their attitudes towards discretionary power and local authority officers’ attitudes towards risk. From the four case study authorities, it was clear that the attitude of senior officers - and the culture of an organisation - was the greatest determinant of whether to engage the Power of Well-Being. The research found that the role of legal officers and the attitude of senior officers or members is crucial in the successful engagement of discretionary legal power. In local authority’s that are devoid of cultural ambition within the organisation, risk averse legal officers acted as ‘gatekeepers’ to block usage of the Power of Well-Being. Where an organisational culture of ambition does not exist, the withdrawal of discretionary funding tends to limit the level of engagement in discretionary activity. However, where stability occurs there is a greater likelihood of discretionary activity. The implication of this research on a future discretionary power, and local government’s autonomy, is that the most significant hindrance to the success of a discretionary power would be officers’ and members’ attitudes. The Power of Well-Being technically enabled authorities to break from tradition to engage beyond their traditional boundaries; in practise, this was not the case. Successful engagement in discretionary activity would require officers and members to be fully aware of the practicalities of use of a discretionary power