This article reflects upon the experience the authors had in the process of designing and facilitating a year-long leadership development class within a division of a high-tech manufacturing corporation in the USA. The design reflected narrative (Simons, 1997; Epston & White, 1990), feminist (Ferguson, 1984; Ramsey & Calvert, 1994), and constructionist principles, and was implemented as a “learning-in-organizing process” (Abma, this issue). We have structured the article to capture the dynamic nature of this process. This includes a discussion of how we as “outsider” class instructors and “insider” participants negotiated and renegotiated the design of the class as well as the effects of these “relational negotiations” on our collective learning. We end with a consideration of the implications of our “learning-in-organizing” for other constructionist consultants (Campbell, Caldicott, & Kinsella, 1994) who are translating organizational learning theories into practice.