It was led by Glen Clark, the 31st premier of British Columbia, and consisted of members of the New Democratic Party (NDP).

[2] Clark made only modest changes to the cabinet: of the so-called "gang of six" that, along with Clark, had shaped much of Harcourt's agenda, three kept their portfolios — Moe Sihota (environment), Elizabeth Cull (finance), Joy MacPhail (social services) — and two earned promotions: Dan Miller moved to the enlarged ministry of employment and investment and was named deputy premier, and Andrew Petter moved to health.

[3] Additionally, four other ministers held onto their portfolios: John Cashore (aboriginal affairs), David Zirnhelt (agriculture), Ujjal Dosanjh (attorney general) and Bill Barlee (small business and tourism).

Five ministers were dropped, as they had decided against running for re-election: Art Charbonneau, Anne Edwards, Darlene Marzari, Jackie Pement and Harcourt himself.

Three new ministers were added: Lois Boone, who had briefly served in the Harcourt ministry; Corky Evans, second-place finisher in the 1996 leadership election; and Dennis Streifel.

Cull and Barlee were dropped from cabinet due to losing re-election, and Clark decided to give more responsibilities to the remaining ministers rather than elevate backbenchers, believing that it would "bring some real focus to government".

The size of cabinet expanded to 19 with the addition of four new ministers: Jenny Kwan, Harry Lali, Dale Lovick and Ian Waddell.

He was named minister responsible for the Public Service, a new role that Clark said would co-ordinate all government activities and initiatives aimed at boosting the province's economy.

Reporter Judith Lavoie suggested it "mark[ed] the first major, public crack in the solidarity of the beleaguered NDP government."

[20] The shuffle was widely perceived as an attempt by Clark to shore up support: Judith Lavoie of the Times Colonist suggested that Clark's renewed attention on environment and poverty was an appeal to the party's left-wing base,[20] while Michael Smythe of The Province characterized the shuffle as "silenc[ing] dissdent, reward[ing] loyalists".