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Historic models of conservation are being superseded by the integration of ecological, economic and social dimensions into a simultaneously sustainable and supportive whole. This transition is evident as South Africa evolves from an apartheid history to novel governance including the equitable, sustainable and efficient use of water within an arid and increasingly climate-challenged landscape. The concept of ‘value chains’, established in industrial and government thinking, has been applied to wa-ter issues. We explore and extend ‘value chain’ thinking to cover various important dimensions of water management, taking account of both developed-world assumptions and developing world realities. This analysis exposes the limitations of linear ‘value chains’, and the need to join them up into cyclic sys-tems if they are to protect or improve the capacity of water systems to support the sustainable livelihoods and wellbeing of people dependent upon diverse ecosystem services within catchments. Informed by practical work by the authors in catchments within South Africa, we develop an integrated catchment value system model to support action research dialogues for the delivery of sustainable water ser-vices

South Africa's National Water Act and National Water Resource Strategy set out an ambitious vision for Integrated Water Resources Management including a strong focus on the redistribution of water resources towards the poor and on empowering historically disadvantaged communities. To achieve this vision the Department of Water Affairs & Forestry (DWAF) has been pursuing a programme for devolving powers to 19 stakeholder-led catchment management agencies (CMAs) and more locally, transforming irrigation boards into more inclusive water user associations (WUAs), as well as creating new associations.Co-operative governance is a core principle of this programme. As well as being enshrined in South Africa's constitution, this principle is seen as key to enabling CMAs to implement their core functions, which include co-ordinating the activities of water users and water management institutions within their water management area. For WUAs also, the principle of co-operative governance is key to building engagement between White commercial farmers and emerging Black farmers, as well as (in some cases) engaging with a wider set of stakeholder interests including local government and environmental interests.Despite a commitment to the principle of co-operative governance, individual and institutional capacity for facilitating co-operative development processes is in relatively short supply within the South African water sector. This paper describes work-in-progress to build capacity in this area, working with: • DWAF's national Institutional Governance team • The Inkomati CMA (ICMA), the first of South Africa's new catchment management agencies • Two irrigation boards and a number of other stakeholders in the Mvoti catchment -with a view to the development of an appropriate institutional arrangement (WUA or otherwise) for the co-operative governance of this catchment. This paper focuses on the development of an interactive approach to capacity building in each of these three sites, drawing from a broad portfolio of approaches variously described as social learning, social appraisal, or whole system development.In the Inkomati we have worked primarily with the whole system approach known as Future Search, whereas in the Mvoti we have used the U-process and social appraisal as guiding metaphors and design principles.This paper describes some of our achievements, challenges and reflections to date, and argues that the interactive approaches we have been taking are better suited to the implementation of DWAF's institutional reform processes than the more established, top-down approaches, which involve issuing guidance, supported by training programmes. The paper concludes with a discussion of the implications for scaling up these types of approaches across the South African water system as a whole, and for the practice of integrated water resource management.