The Dictionary of Newfoundland English was the creation of a Newfoundland-born British-trained specialist in Elizabethan era bibliography, an American structuralist-phonetician and an English-born dialect specialist. Starting from modest beginnings in the 1950s, the work resulted in the publication of a celebrated dictionary organized along historical principles in 1982. The DNE was unusual in that it combined oral sources, as did dialect dictionaries, with exhaustive excerpting from the textual corpus. This essay examines the backgrounds of these three men, and the effect upon the project of attitudes toward linguistic change in a rapidly modernizing region. A segment of the population wanted to jettison the local dialect which it associated with backwardness, while others lamented the loss of local culture that accompanied modernization. The DNE was descriptivist rather than prescriptivist, and attempted to give people pride in their oral culture.