This study used interviews, observations and documentary evidence to analyze the professional learning of sixteen elementary school English teachers and two expert teachers during the pre-observation conference, observation, and post-observation conference from three-step teaching demonstrations. This study has the following major findings. First, the knowledge and competence that participants gained the most, was pedagogical knowledge and pedagogical content knowledge. Participants demonstrated "seeing as" and "seeing in" during observations but not "seeing that." Second, six major factors influenced teachers' professional learning including the use of handbooks for observations, the host or hostess's expertise, the observed teachers' expertise, the observers' discussions, location, and training workshops. These findings provide a theoretical framework and guidelines for elementary school English teachers to gain professional learning through the demonstrations.