Accepted: 09.11.2014 The paper discusses a critical systemic thinking and practice approach to building capacity, enhancing development and addressing public policy and governance concerns through holding in mind many variables and considering the areas of concern of the facilitator and the participants. Inspiration for the approach to learning drew on a range of sources including Bateson on ‘the ecology of mind’ (1972), Paulo Freire (1982, 2007) on action learning and Checkland and Scholes (1990) for soft systems mapping to address an area of concern with a small group of researchers who are dedicated to working outside the boundaries of a contained discipline or organization in the service of a broad learning community. The participants raised the following as research concerns: unemployment, recognition of prior learning and the need to enhance pathways for adults and young people in learning organisations and learning communities that are responsive to the complex needs of South Africans and those within the wider region. An open approach to education and respecting diverse ways of knowing is a starting point for people’s education and community development. The struggle in South Africa for transformation was typified by student protests during Apartheid for the right to a free and equal education system. At UNISA we are reminded of the need to use education as a means to empower and this means beginning with the lived experiences of people.