There are many factors that affect the design of effective professional development (PD) programs. This review of literature focuses on some of the theoretical models used to explain teacher change, the contextual factors that impact teacher behaviors and curricular change, and the role of continuous professional development in changing teaching practices and learning outcomes. The authors describe several challenges to providing quality PD. These include: (1) Creating opportunities where physical education teachers move beyond politeness to substantive talk about their own teaching practices and ideas and a willingness to engage in critical discussion about these ideas with peers; (2) Ensuring that teachers' knowledge of the subject matter, of teaching and learning, and of their students is shared and valued; (3) Designing PD experiences where teachers can admit deficits without being considered deficient; and (4) Addressing what teachers say and cataloging what they do in practice. These challenges should be addressed during planning and implementation of PD programs in order to enhance PD experiences for physical education teachers, and improve physical education programs for students. (Contains 2 figures.)