Metaphors are at the core of conceptualizations from which actions and practices in teaching and learning emerge. Much of the literature in the learning sciences and educational psychology research is based on assumptions emergent from conceptualizations of learning grounded in a "construction" metaphor of learning: meaning is individually, collaboratively, and collectively constructed in situationally mediated contexts. The literature also argues that people outside these domains tend to have conceptualizations of learning grounded in a "transfer/acquisition" metaphor of learning which sees knowledge as consisting of discrete entities and learning as the transfer of those entities into the minds of learners. Practices grounded in these conceptualizations are inextricably tied to issues of agency and empowerment. This article explores these issues from a critical theory perspective using a new theoretical framework for analyzing conceptualizations and briefly presents three illustrative empirical studies of conceptualizations of learning in society, educational policy, and educational psychology.