NSW Premier Nathan Rees has handed the task of turning the state's economy around to two of his most controversial new ministers, Treasurer Eric Roozendaal and Finance Minister Joe Tripodi.
After announcing the members of the frontbench Sunday, Mr Rees on Monday revealed the allocation of portfolios, appointing himself arts minister.
John Della Bosca returns to cabinet as health minister, replacing Reba Meagher who quit cabinet on Saturday night.
David Campbell and Verity Firth both received substantial promotions, with Mr Campbell taking over transport, while Ms Firth was named minister for education and training.
John Hatzistergos remains attorney-general, while Frank Sartor's planning responsibilities have been given to Kristina Keneally, after he was sacked from the frontbench Sunday.
Deputy Premier Carmel Tebbutt is now minister for climate change and environment, as well as commerce minister.
Mr Rees said his new team had a "great deal of work to do" both in restoring public confidence in the government, and retaining the state's all-important triple A credit rating.
"It is an extraordinary change of the landscape," Mr Rees told reporters.
"We recognise the seriousness of the situation we face, we recognise the people of NSW were fed up with the way we were running the place.
"This is about reflecting their desire for change now and then making me accountable for improving the services, extending the services and a delivery of infrastructure around NSW."
Mr Rees denied NSW Labor general secretary Karl Bitar had exercised any influence over the portfolio allocations.
"I chose these people, Karl Bitar did the process, I chose these people.
"This is my cabinet."
Among the six cabinet newcomers, Maroubra MP Michael Daley was handed the high-profile roads portfolio, Jodi McKay is now tourism minister, and Virginia Judge is fair trading minister.
Former Parramatta mayor David Borger was named housing minister, Phil Costa has taken responsibility for water, rural affairs and regional development, while Tony Stewart is small business, and science and medical research minister, and will be assisting the health minister on cancer.
Tony Kelly is the new industrial relations minister, and will also handle emergency services and lands, and Linda Burney was elevated to community services.
Matt Brown is the new police minister and minister for the Illawarra, and Ian Macdonald remains primary industries, energy and mineral resources, and state development minister.
Kevin Greene takes over from Graham West as gaming and racing, and sport and recreation minister, while Mr West is now juvenile justice, youth, and volunteering minister.
Barbara Perry is local government minister, and will also assist the health minister on mental health, while Paul Lynch is minister for Aboriginal affairs, ageing and disability services.
The new NSW cabinet was sworn in by Lieutenant-Governor Jim Spigelman, in a ceremony at Government House in Sydney.
First to be sworn in was John Della Bosca, who this week demonstrated unequivocally that a week can be a very long time in politics.
Only last week, the former education minister still faced the possibility of criminal charges, following his involvement in the Iguana-gate scandal in June.
He and his wife, federal Labor MP Belinda Neal, were accused of bullying staff at a Central Coast nightclub and then pressuring witnesses to change their statements.
Last week, the commonwealth and state Department of Public Prosecutions both said they would not be laying charges against either of them.
Mr Della Bosca then survived a dramatic reshuffle of cabinet, to be given the health portfolio.
Ms Neal walked arm-in-arm with her husband into his swearing-in ceremony.
After the swearing-in ceremony, the new ministry - dubbed the "A-team" by Premier Nathan Rees - posed for a photo on the steps of Government House.
The state opposition says "factional warlords" and "hacks" within NSW Labor are the real winners of Premier Nathan Rees' ministerial reshuffle.
"The fact that Joe Tripodi, Eric Roozendaal and John Della Bosca are the big winners from this reshuffle just demonstrates the boys are back in town, the factions are in charge and nothing's changed," Opposition Leader Mr O'Farrell said.
"Eric Roozendaal and Joe Tripodi are the Dodgy Brothers of state politics - you wouldn't trust them with a used car lot let alone with the state's economy."
Mr O'Farrell said their "only experience with numbers relates to making and breaking premiers and stacking branches".
"This for Labor has never been about the public and that's demonstrated by Nathan Rees's refusal to get rid of the factional hacks, get rid of the warlords and instead reward them with these jobs," he said.
The opposition leader also took aim at new Roads Minister Michael Daley, who described the state's current fiscal crisis as "budget pressures".
"Nathan Rees is out there promising fiscal responsibility and yet someone as junior as Michael Daley, the new roads minister, is saying there is no problem," Mr O'Farrell said.
"We need to wish this ministry well because of the serious problems confronting NSW."
The NSW Greens say NSW Planning Minister Kristina Keneally is as tainted by developer donations as her controversial predecessor Frank Sartor.
The Greens are calling for Premier Nathan Rees to introduce legislation to ban all developer donations to political parties.
Greens planning spokeswoman Sylvia Hale said the new planning minister received $19,995 from Frank Sartor in the lead-up to last year's state election, which largely came from property developers.
Ms Keneally had previously moved some of her own funds to the election campaigns of fellow frontbenchers Carmel Tebbutt and Verity Firth, Ms Hale said.
"It is very disappointing that we have, as the new minister for planning, someone who is as tainted as Frank Sartor was by the developer donations issue," Ms Hale said.
"She's been a recipient of donations from developer campaigns and she has also been central to distributing donations to other Labor candidates."
Ms Hale said it was time Premier Rees did away with political donations from property developers.
"Until that ban is in place, no one can be sure that the planning decisions that are made in this state are going to be made in the interests of the public rather than in the interests of the donor to the Labor Party," she said.
The new cabinet has been welcomed by industry groups.
The Australian Medical Association (AMA) has hailed the appointment of John Della Bosca as the state's new health minister but warned him of the challenges ahead.
"I am looking forward to meeting Mr Della Bosca and to seeking his views on the management of the public hospital system and public health care networks," AMA president for NSW Brian Norton said.
"While there are pressures to cut costs and trim the budget, the management of the health system must ensure that patients are not at risk, and that we continue to invest for the future."
Dr Norton said public hospital occupancy rates in metropolitan and regional areas were currently too high, and redressing the current shortage of doctors would be risky if there were not enough training places available.
The United Services Union (USU) said Mr Rees faced the immediate challenge of electricity privatisation.
The USU represents workers at the state's three energy retailers - Integral, EnergyAustralia and Country Energy - whose jobs are threatened by the proposed sell-off.
"We strongly urge the premier to reconsider the sale of the energy retailers, and consider the economic impact the sell-off would have on regional communities," said USU secretary Ben Kruse.
Mr Rees has confirmed the three retailers will be sold.
The Police Association welcomed the appointment of Matt Brown as Police Minister but urged him to slash red tape and tackle resources issues.
"To fulfil its election promise of boosting total police numbers or authorised strength by 750, NSW Police will need to recruit over 4,300 new officers in the next five years," association president Bob Pritchard said.
"The incoming police minister will need to hit the ground running - police will settle for nothing less."
Deputy Premier Carmel Tebbutt's new position as minister for the environment and climate change was welcomed by the National Parks Association of NSW.
The association said it hoped the new cabinet would turn around the recent poor environmental record of the NSW Labor government.
"Giving the environment portfolio to the deputy premier is a recognition that reversing environmental degradation must be top of the agenda for NSW," spokeswoman Georgina Woods said.
"The NSW Labor government must now correct the last three years of neglect under Morris Iemma and his cabinet, which has seen the ongoing loss of biodiversity to housing and developments, the expansion of damaging coalmines and the loss of remnant woodlands and forests throughout NSW to illegal landclearing and industrial logging," she said.
Ms Woods added that having the former water minister as the new premier would mean a "greater degree of awareness at the highest level".
The NSW trucking industry also welcomed the new minister for roads, Michael Daley.
Jill Lewis, the manager of the industry's state representative body, ATA NSW, said Mr Daley had the experience and skills to deliver results for the trucking industry and all the state's road users.