This paper presents findings from an evaluation of student satisfaction with work-based learning as experienced by 57 Foundation degree (Fd) Health & Social Care students. The study participants were all employed by the National Health Service (NHS) in a range of clinical settings in the English Midlands. Three cohorts of students completed a questionnaire which sought to uncover the individual circumstances, behaviour, attitudes and beliefs of work-based learners. Students undertaking the acute care, long-term conditions, children and mental health study pathways were supported by a workplace mentor and assessor, while students studying the diagnostic radiography, radiotherapy and mammography pathways had their work-based learning supported by a clinical learning facilitator (CLF). Most of the participants were undertaking the Fd to make the transition from radiography helper or healthcare assistant (HCA) to assistant practitioner (AP). The findings distinguish the individual circumstances of students in the context of their study pathways and on the basis of their contracted hours and the role that they hoped to fill on completion of the programme. Student behaviour was characterised by the regularity with which students worked with their mentors, assessors or CLFs and their engagement in a range of work-based learning activities including practice-based assessments, knowledge and skills acquisition and, with particular regard to radiography students, the learning of new procedures. Although the level of student satisfaction with work-based learning was high, several participants perceived that their colleagues seemed reluctant to recognise them as students in their own right and lacked an awareness of the role of the AP. Participants believed that their confidence had increased and that they were playing a greater role in their clinical teams as a result of gaining knowledge and skills that had helped them to engage in new ways of working