Indigenous co-management of lands, waters, seas and resources is rapidly expanding throughout the world. The most highly regarded models have been developed in Australia and Canada. Their 'success' has been largely anecdotal and based on informal practices and relationships developed by dedicated participants. The focus has been on practical means of making co-management work on the ground. Much has been gained in this process. However, fundamental conflicts and issues relating to Indigenous rights have often been ignored. It cannot be assumed that conservation and managerial agendas will be the same as the aspirations of Indigenous owners. This article critically reviews the very diverse Australian and Canadian experiences, having regard to international and national legal standards recognizing the comprehensive rights of Indigenous peoples, and suggests that a more 'rights based' approach to co-management is needed. More careful attention also needs to be given to the contexts and parties involved. Indigenous roles will vary depending on whether co-management is part of self government negotiations, or more limited agendas related to conservation, sustainable resource management or mainstream planning and development frameworks.