Enterprise Systems (ES) or Enterprise Resource Planning (ERP) Systems have been widely adopted by organizations around the world with the global market revenue estimated by AMR Research (2009) at 37.5 billion US dollars in 2008 and is expected to continue growing. Given the huge investments made by organizations for their ES implementations, many organizations have found it difficult to realize all the benefits expected from their ES implementations. Organizational learning and organizational innovation are crucial factors that help organizations to further achieve ES benefits after implementation. However, literature review suggests there is a lack of research done to provide insight on what ES benefits are influenced by organizational learning and innovation. This study is guided by the Competing Value Framework (CVF) to explore the impacts of organizational learning and innovation on the ES benefits. It includes a review on literature for organizational learning and organizational innovation, findings and analysis of research accomplished by multi-case study of eight large Australian organizations.