Two curriculum scholars of contrasting epistemological backgrounds engage in a complicated curriculum conversation on the subject of fear and learning. One author's position is that learning is not only fraught with fear but also requires fear to be transformational. Furthermore, education is intimately connected to fear and unrest. The other author's position is that learning is biologically adaptive, generally of benefit to individuals and pleasurable under natural conditions. Societal learning among humans occurs relatively quickly, though never quick enough to keep pace with changes in the environment. The dialogue results in newfound recognition of the nature and power, of our perspectives on the one hand and the nature of curriculum conversation itself on the other hand.