Recent years have seen a dramatic change in the composition of the workforce of schools in England and Wales. Policy initiatives associated with inclusion, tackling teacher workloads and the reformation of children and young people's services have resulted in a proliferation and diversification of roles in schools with the creation of new "associate professional" roles such as "higher level teaching assistants", "cover supervisors", "learning mentors" and "parent support advisors". The "extended schools agenda" has also seen groups such as counsellors, mental health workers and social workers brought into schools. In a context of modernisation and workforce remodelling there has also been a blurring of boundaries between previously distinct roles. This paper provides an analysis of these developments and considers the implications for notions of expertise and professionalism in the children and young people's workforce, and for pastoral care in schools in particular. Professional development and accreditation for these roles present a mixed picture in which foundation degrees have an important part to play, but for which there is equivocal government support. The use of "professional standards" premised on a model of competence deriving from work-based learning raises important questions about the nature of professional expertise in professional practice relating to pastoral issues. At the same time as it is proposed to raise the status of teaching to "masters" level, the neediest and most problematic children in schools are increasingly likely to be working with lower paid, lower status staff who may have no formally recognised qualifications. The implications of this for the pastoral care function in schools are explored. (Contains 1 table.)