This article describes how action learning can be accompanied by a project to encourage shared learning about organisation culture, the external environment, political context and team dynamics, while allowing space for personal issues. It drives forward reflective practice and encourages sets to deliver a tangible pay-back to the organisation. Thus stakeholders beyond the immediate programme become engaged. The article describes challenges we have encountered and illustrates links to work on critical action learning. (Contains 3 tables, 1 figure and 1 note.)