This paper examines the nature of 'empowerment' and 'learning' in the workplace, and explores the tensions involved in making 'empowered learning' a reality. Referring to anecdotal material drawn from Australian companies, it shows that empowerment and learning present challenges for managers and employees. For managers, encouragement of employee empowerment and learning involves the risk of losing control. To ensure that they do not lose control, managers may act in ways that disempower employees and undermine opportunities for learning. Employees too may be wary of empowerment and learning, in part because of the associcated risks of hostility and blame. Some employees may feel that the potential dangers of empowerment and learning are high while the potential benefits are low. As with managers, personal security is an important underlying issue for employees. The study also argues that technoculture (the organisation's human and technical systems and associated assumptions and beliefs) can perpetuate control-oriented ways of operating even if management has made a genuine effort to foster empowerment and learning.