People's mental models are viewed as being significant in achieving organizational outcomes, on the assumption that mental models influence people's acts. A fundamental issue in the area of organizational learning, then, is the relation between mental models, learning and performance. We contend that a fruitful line of work is to study persons as exercising competence and enacting qualifications as manifestations of their mental models and relate these to the outcome of their acts. A "case study" of three teams, each with two people, managing a complex, simulated environment is presented, leading to arguments asserting that the quality of thinking and acting correlates positively with the quality of performance. Finally, important, general consequences and implications for improving organizational learning are discussed, as well as specific implications for chaordic systems thinking.