An interim ministry was initially sworn in, lasting for three days after the succession of Henderson and his deputy, Marion Scrymgour, prior to the constitution of a full ministry.
The full ministry saw significant changes from the final Martin ministry, largely due to the decision of Martin and Deputy Chief Minister Syd Stirling to retire to the backbenches while serving out their terms. Delia Lawrie replaced Stirling as Treasurer, while backbenchers Matthew Bonson and Len Kiely were promoted to the ministry. The latter appointment was the cause of some controversy, as Kiely had been forced to resign as Deputy Speaker in 2006 after a sexual harassment incident. Kiely would later lose his seat at the 2008 election in a result largely attributed to the fallout from that scandal. The full ministry also included a number of changes to portfolio makeup; perhaps the most significant being the creation of a ministry for climate change, to be held by Henderson.
On 15 February 2008, following the resignation of Elliot McAdam, Rob Knight was appointed to the ministry.
