This paper examines the challenges of managing the upper watersheds of mainland Southeast Asia, taking local livelihoods and resource competition as its point of departure. The analysis presents the factors of change that drive economic, environmental, and social transfromations of the area. These dynamics highlight the need for greater attention to the governance and challenges of the uplands- how are decisions over resource use made, who makes them, and to whose benefit? The report suggests principles for improving governance at the local, national, and regional levels to create greater environmental sustainability and equity in the uplands.