At the Co-operative College we conducted action research to explore co-operative learning and what this means to others. Over a period of four months, some of our learners, members, College team, and participants from the further and higher education sectors all took part in a variety of interactive workshops using co-operative learning approaches. We used a qualitative research method to gather participant thinking, which was underpinned by a metaphorical framework: the art of distilling fragrances. Fragrances are created through the process of blending a variety of different ingredients (notes) that produce both range and depth; these top, base, and heart notes are distilled together to produce a unique fragrance. What is more, each fragrance profile is endlessly adaptable, changing its character through time, space, and context. Co-operative learning too is built on a blend of ingredients, such as individual and co operative values, lived experience, and a range of participatory learning theories. The findings suggested that top notes happen before the learning takes place, while heart notes occur during learning, and the base notes come about after the learning process. Equally, throughout the whole learning process it became clear that for co-operative learning to be effective, each stage is blended through common themes which were identified. Analysis of the data collected identified that six consistent learning influences are present within the top, heart, and base notes of learning, namely social, environmental, equitable, cultural, behavioural, and developmental influences.