This article uses an account of dwelling to interrogate the concept of curriculum making. Tim Ingold's use of dwelling to understand culture is productive here because of his implicit and explicit interest in intergenerational learning. His account of dwelling rests on a foundational ontological claim--that mental construction and representation are not the basis upon which we live in the world--which is very challenging for the kinds of curriculum making with which many educators are now familiar. It undermines assumptions of propositional knowledge and of the use of mental schemas to communicate and share. At the level of critique, then, dwelling destabilizes contemporary ideas of curriculum as textual, pre-specified content for transmission or pre-defined objectives or standardized activity. The positive claims of dwelling are equally challenging, for these are that the world is a domain of relational entanglement in which an organism can be no more than a point of growth for an emergent "environment," and meaning "only" inheres in these relations. The paper articulates how differentiation (of learner, salient meanings, knowledge, skill and place) are possible in such an ontology, and how curriculum making can be understood from this perspective as being the remaking of relationships between these.