As is the case in many countries, Australia’s population is ageing. The proportion of people over the age of 65 has been steadily increasing across the last century, with statistics indicating over 20% of the population fall into this demographic. This brings challenges around health and care infrastructures, as well as necessitating the provision of recreational and educational activities appropriate to the cohort. A growing body of research supports the significant contribution that participation in musical activities can make to overall health and well-being of older people. This presentation reports on the engagement of approximately twenty older people in ukulele classes within a regional conservatorium in a mining town in new South Wales, Australia. Although the classes were not planned specifically for older people, the majority of regular participants is over the age of 65. Consistent with findings of research and projects conducted in recent years across the globe, learning ukulele within a class provides older participants with opportunities for cognitive engagement, self- expression and social interaction. As the number of participants has grown and their confidence increased, the classes perform regularly at semi-formal student concerts and other events. Class members have initiated musical activities external to the structured classes, including performing at community events, and informal gatherings where class content is revised and rehearsed. A uniform bearing the logo “Dusty Ukes” was designed and is worn proudly.