The Poverty Action Fund (PAF) wasintroduced in Uganda in 1998 to reorient governmentexpenditures towards implementing its Poverty EducationAction Plan (PEAP) as well as to account for HeavilyIndebted Poor Country (HIPC) resource use.This paper notesthe successes of the PAR, the negative aspects, and the keylessons learned.Successes include:reorienting budgetallocations towards pro-poor service delivery anddemonstrating the additionality of debt relief; mobilizingdonor resources and harmonizing conditions; and improvedbudget predictability, transparency, and accountability.The negative aspects include: unbalanced budget allocations,biased budget implementation, partial monitoring andevaluation, and no exit strategy.The key lessons were:Tobe effective, a Virtual Poverty Fund (VPF) should be simpleand limited to the identification of Poverty ReductionStrategy Paper (PRSP) priority expenditures in the budgetclassification system; a VPF should be introduced in a waythat supports rather than replaces the implementation ofsuch comprehensive improvements in budget preparation andimplementation; and a VPF does not bypass the need to have aPRSP and an effective budget process that identify prioritypro-poor expenditures to be included in the VPF as part of abroader policy framework for growth and poverty reduction.