Objectives: To explore the occupational backgrounds of English Non-Executive Directors (NED) Acute NHS Trusts. Design: Data extrapolated from Trust websites of NED occupational backgrounds by gender and occupations and inter-rater reliability test undertaken. Setting: Data were available on all but 24 of the 166 Acute Trust’s from all regions. Participants: Trust Chairs and NED were categorised by their dominant occupation. Key Outcome Measure: Differentiating NED with and without health or social care leadership experience. Results: The ratings of NED occupations positively correlated (p<0.001). Occupational categories were Commerce and Finance from private and public sectors, or with Medical or Community leadership experience. Only 4% of Chairs were Medical, 2% from Community - the majority (61%) from Commerce and Finance. Of the 1,001 NEDs’ 8% and 6% respectively had Medical or Community leadership experience, most (86%) were Commerce, Finance and non-clinical Managerial backgrounds. Females consisted of 27% NED. Conclusions: With a predominance of Chairs and NED without health or social care leadership experience, are current Boards equipped to avoid inadvertently “doing the systems business” (Francis, 2013) rather than developing a more patient-centred, clinically led and integrated NHS? It is suggested that Boards need more NED’s with health and social care leadership experience and methods to better methods identify the ‘patient’s agenda’ to create “a common culture” that places “patients at the centre of everything we do” (Hunt, 2012). A key context for Trust Boards operations is funding, which Francis’ terms of reference excluded, is an issue that is briefly discussed.