This note analyses the formation of Theresa May’s first Cabinet. It locates her appointments against the backdrop of the Brexit referendum and compares them to those of other Prime Ministers who took office during the lifetime of a parliament. The scale of May’s reconstruction marks her out as one of the readier ‘butchers’ of Downing Street. It demonstrated her acceptance of the Brexit referendum result, signalled a clear break with Cameron and served to consolidate her power base. It also demonstrated the huge potential leeway enjoyed by new Prime Ministers. However, while wholesale ministerial butchery can be empowering, demonstrations of ruthlessness are no guarantee for future power.