There is a need for a theoretical understanding of education and learning in social movements which takes into consideration the diverse ways in which learning occurs as well as the social, economic and ecological conditions in which movements emerge. These material conditions set opportunities and constraints for the generation and distribution of knowledge which subsequently reflects social interests resulting from these conditions. Theory, which aims to explain learning in this context, must recognise that in social movements there occurs collective as well as individual learning and sustained, formalised education, as well as informal and spontaneous learning. Social movements also make use of lay and specialist knowledge, often selected and combined in innovative ways to ensure that "really useful knowledge" is put at the service of emancipatory projects. This has significant implications for educators who see their work as contributing to social justice. The comparatively neglected work of Ettore Gelpi provides an important foundation for a dialectical understanding between these material conditions and lifelong education in social movements. Moreover, this dialectic can be understood to occur at multiple levels: between micro-level learning; meso-level frame construction and macro-level culture-ideology. Empirical work in environmental justice movements in Scotland and India provides illustrations of these levels of learning. (Contains 1 figure.)