Background: Shared learning among health professional students has the potential to improve collaboration and reduce medical errors resulting in improved patient outcomes. While organizational difficulties pose significant challenges to implementing interprofessional learning, negative student attitudes may pose the greatest barrier to change. Thus, the aim of this qualitative study was to determine perceptions of first year health students (medical, nursing, and physician associate) toward interprofessional learning. Methods and findings: Content analysis was used to identify the repetitive themes regarding the facilitators and barriers to interprofessional education (IPE). Krippendorff's method was used to analyze comments written in an open-ended survey completed by first year medical (48/101 or 48%), nursing (59/81 or 73%) and physician associate (19/35 or 54%) students representing a response rate of 58% from one university in New England. Conclusions: Five interrelated themes emerged: Barriers included: History as prologue and Misunderstanding of "others", versus Resistance to "others". Facilitators included: Personal characteristics, Professional characteristics and Educational characteristics. Unique to medical students is Self-conscious emotions, while Optimism is unique to nursing students. While students may be ready to transform our educational systems, attention must be focused on the learning environment and complex factors that will facilitate this transformation.