Introduction: It has been argued that medical students need to be prepared for the challenges of both clinical training and practice, through developing skills to address and maintain one’s mental health and wellbeing. Central to this is resilience, a culturally and contextually sensitive construct. This study aims to understand how resilience is challenged and supported in third year medical students undertaking a rural longitudinal integrated clerkship (LIC). For the purpose of this research resilience is defined as a “dynamic process wherein individuals display positive adaptation despite experiences of significant adversity or trauma” (Luthar et al 2000). Method & Results Purposive recruitment was undertaken of students (past and present), administrators and clinical educators of a rural LIC. The development of student resilience was explored through semi-structured interviews. The qualitative data was digitally recorded and professionally transcribed. The transcripts are currently being coded and analysed for emergent themes using the grounded theory approach, aiming for theoretical saturation. The outcomes of this study will be presented at this conference. Conclusion This presentation will explore how third year medical students can be effectively supported to develop resilience and wellbeing in a rural clinical context, which maybe translatable to other programs. The outcomes will assist in the development of a wellbeing strategy to promote resilience in medical students in the clinical environment. A wellbeing strategy will also maximize the positive effects of a rural clinical training experience on a student’s intention to practice rurally.