Work and health are strongly connected because people spend the most part of their adult life in a workplace. The work environment influences the fellow co-workers experience of health and learning in different ways. Accordingly the organizations influence has by doing so, created a great significance to fellow co-workers experiences. Organizational changes often create turbulence within an organization and are often experienced negatively by the fellow-co-workers even if it will give positive effects later. The aim of this study was to illuminate nurses- and assistant nurses experiences of health and learning related to organizational changes. The method was qualitative and the collection of data was done through twelve semi structural interviews with staff nurses and assistant nurses in a hospital. The result showed several factors in the workplace that effect the experience of health and learning, for example stress, social support, hierarchy, reflection and ways of working. The conclusion showed that there's both obstacles and possibilities for an individual to appropriate a change. Foremost it's about different personalities that have either harder or easier to appropriate and to accept changes. That’s why it's important that the organization is aware of the fellow co-workers different prerequisites for learning so that the changes will succeed and bring forward the positive effect the new organization hopes to achieve. To pursue organizational changes with this understanding in mind bring positive effects on fellow co-workers health. In relation to a health promotion perspective it's important that the organization promotes a salutogenic way of thinking, where there is an emphasis upon a holistic approach so that the fellow co-workers will be able to achieve health and well being.