Frank Harland Mills was a pioneering Australian heart surgeon. He was born on 20 June 1910 in Armidale, New South Wales, and grew up on the south coast of the state, mostly around Ulladulla. Frank's mother died when he was young, and his father, a local magistrate, had to raise Frank, his brother Roy, sister Joyce and an older sister (who was killed in a car crash at the age of 18) on his own. Frank described his childhood as idyllic, free and full of adventure. He claimed never to have worn shoes until he went to school. He fished and swam, climbed trees, shot rabbits, ate shellfish and played with the local children. He won a scholarship to Wollongong High and went on to the University of Sydney to study medicine. He graduated in 1933, and was a junior resident at Royal Prince Alfred Hospital in 1934, where he was paid 30 shillings a week. He became involved with Frank Rundle's work on thyroid disease, work which he developed further when he went to London on a Walter and Eliza Hall travelling fellowship to gain his fellowship of the Royal College of Surgeons. He studied for his fellowship with his close friend Edward 'Weary' Dunlop (later Sir Edward), whose heroism on the Burma-Thai railroad is widely celebrated. Just before the outbreak of the Second World War, Frank delivered a Hunterian lecture on thyroid disease in London. He returned to Sydney just as the war began, and was appointed as an assistant surgeon at Royal Prince Alfred and St Vincent's hospitals until he was called up. He sailed in the *Queen Mary* (via Antarctica) to Singapore with the 10th Australian General Hospital. When Singapore was invaded by the Japanese, Frank set up a small hospital in two or three houses with large rooms. He looked after about 250 wounded soldiers under harrowing conditions, with the fighting at times just 300 metres away. He had little equipment, few supplies and the bombardment was almost continuous. When Singapore fell on 15 February 1942, Frank was sent to Changi until June, when the imprisoned troops were divided into A and B Forces. A Force was sent to Thailand, and B Force, which Frank joined, went to Sandakan in Borneo. Treating illness in Sandakan required ingenuity, courage and stamina from both patients and doctors. Supplies had to be improvised, grown or stolen. Peptic ulcers were treated with emulsions made of the alkaline ash from fires. Tropical ulcers on the legs were patiently cleaned and dressed with a strong solution of wood ash. Amputations were rare in Sandakan, although common in other camps. After about 15 months in Sandakan, in October 1943, the officers were taken from the camp and moved to Kuching. Most of the Kuching prisoners were still alive at the end of the war nearly two years later, whereas only six of the 2,000 Sandakan prisoners survived the infamous Sandakan death march between February and June 1945. In Kuching, Frank occupied himself by designing a heart-lung machine - a project he was to work on when he returned to Sydney and civilian life. The oxygenator of his device was a bamboo tube, whose tiny natural holes allowed oxygen to permeate the blood in the machine. The work of Gibbon in the US, generously funded by General Motors, progressed more rapidly, and Frank abandoned his work before all his technical problems were resolved. Frank gained his fellowship of the Royal Australasian College of Surgeons in 1947. Sir Hugh Poate asked him to become his assistant at the Royal Prince Alfred Hospital in Sydney and expanded Frank's interest in thyroid surgery. A Carnegie fellowship allowed him to visit most of the major surgical centres in the US and the UK, and he came to know many of the surgeons who founded modern surgery - people such as Lord Brock, Alfred Blalock, Edward Churchill, Francis Moore, Hank Bahnson and Frank Spencer. These men were particularly influential in starting cardiac surgery, and Frank too began to operate on the heart and great blood vessels in the late 1940s. This new-fangled and dangerous surgery was not encouraged by the administration at the Royal Prince Alfred Hospital. Undeterred, Frank continued to perform operations for coarctation of the aorta, patent ductus and mitral stenosis. His series of mitral valvotomies was enormous by any standards, and his results were incomparably good. He himself survived some complex surgery for peptic ulcer, and rapidly returned to work. Over the ensuing years, in the 1950s and 1960s, he pioneered peripheral vascular surgery, and surgery of the liver and the pancreas in Sydney. More than anything, he brought something special to surgical training. He had seen how Blalock, Churchill and Francis Moore had implemented training schemes that encouraged the best trainees to develop skills as surgeons and investigators. Frank worked hard to bring the same environment to Australia, to nurture talent and stimulate enquiry. Frank married Elayne Smith in October 1960. They had a daughter Corinna and a son, Jonathan. Frank himself developed cancer in the early 1970s, and survived for 37 years after his surgery. His survival meant that he enjoyed the company and support of his wife Elayne, and was able to see Jonathan and Corinna make their own lives. He watched with particular pride as Jonathan developed his distinguished career as a composer, becoming director of the Edinburgh Festival. Frank was particularly moved by Jonathan's now famous *Sandakan threnody*, a major composition reflecting on the cruelty and courage shown in the prison camp. In retirement, Frank travelled, entertained innumerable friends of all ages, swam daily at Bondi, ate well, and drank wine with discretion and expertise - both he and Elayne were members of the Confrérie des Chevaliers du Tastevin, which brought together wine enthusiasts, and Frank was one of the 11 founders of the Rothbury Estate winery in the Hunter valley. His longevity (he was 97 when he died) he ascribed to his regular contact with bacteria from the Bondi sewage (until the long ocean outfall was installed about 1990), which he believed developed a range of skills for his immune system, making him resistant to chance infection. He was made an Officer of the Order of Australia in 1990 for his services to medicine, and the University of Sydney conferred on him a doctorate of medicine in 2005. He died on the morning of 2 April 2008.