In the planning of a new passenger railway in Perth over many years, state agencies have actively pursued opportunities for transit-oriented development along its route. There is a strong policy framework demonstrating clear intent on the type of development required. Designing a transport system to compete with the car in an established low-density suburban environment has, however, raised some significant challenges for land-use planning. This article reports the results of research aimed at assessing changes in non-residential land use and the behavioural responses of local businesses in three emerging transit-oriented development precincts. It examines the first wave surveys of land use and businesses in 2006, the year before the railway opened, questioning the extent to which business has anticipated the new railway. The findings indicate that, despite good policy intent, planning in anticipation of the railway has been weak and insufficient attention was paid to implementation of important strategic planning principles and policies. While some land uses are compatible with transit-oriented development, these businesses employ small numbers, at odds with policies that required high trip generating development. Businesses have not shown a particularly strong interest in the new railway, their location decisions appear to reflect standard business practice rather than being influenced by opportunities created by the railway. There is a glimmer of anticipation-incoming businesses are more positive about the opportunities the railway may bring than those established in the station precincts before the 2001 railway route was announced. In particular, a significantly higher proportion of businesses in one case study station precinct are positive about opportunities created by the railway.