The tobacco growing industry was one of the most regulated and protected in Australia. The regulation and protection were manifested in a stabilisation scheme which supported by complementary commonwealth and state legislation, provided a local content scheme, concessional tariffs for manufacturers and price setting arrangements. Commonwealth legislation established the Australian Tobacco Marketing Advisory Committee, which recommended national quota and national average prices. State legislation established state marketing boards with vesting powers and the power to administer state and grower quotas. In the early 1990's changing community attitudes to smoking, reduced opportunities to smoke, technological change and sharp increases in state and. commonwealth tobacco taxes reduced demand for tobacco products and created a severe downturn in the tobacco growing regions of Myrtleford, in Victoria and Mareeba in North Queensland. This paper discusses the quota retirement scheme and regulatory reform policies implemented by the Victorian Government to offset the regional impacts and speed up the adjustment process in the tobacco industry.