This paper is an exploration of the debates surrounding the publication of a new National Curriculum for history in England. The draft curriculum was published in February 2013 and was withdrawn just 6 months later in the face of considerable opposition. This paper offers a tentative explanation for this example of a rare phenomenon: effective resistance to curriculum change. Using a socio-cognitive approach to discourse analysis, the paper explores the context models of the two antagonists in the contestation: new right traditionalism and social realism. While both context models are viewed as coherent, it is suggested that critics of the draft prevailed because they more fully comprehended the context model of their opponents and were prepared to adapt their strategy accordingly. The paper takes an analytical narrative approach to the contestation. Resistance to the draft is presented in two phases: an initial phase in which criticism was diffuse, instinctive and political; and a more effective mature phase in which opposition united around a depoliticised disciplinary defence of the subject in social realist terms. It is argued that this deft shift went unnoticed by Education Secretary, Michael Gove, rendering ineffective his attacks on his critics as "Marxists" and "progressives".