Knowledge development of theory can be challenging for graduate nursing students when they experience deficits related to theoretical foundations, evaluation, or application. This article recounts the experiences of the students and course facilitator with a graduate-level nursing science and theory course, which required critical analysis of a concept, theory critique, and poster presentation. The idea for this article was generated when the students realized the profound importance of nursing theories and their applicability to practice and research. Students' anxiety gave way to enthusiasm with the implementation of teaching and learning strategies based on adult learning theory. Knowles' four characteristics of adult learners are discussed in relation to the experiences of the students and course facilitator. These characteristics include learners' wish to be self-directed, need to bring life experiences to their learning, recognition of their social and occupational role competencies, and need to take a more immediate, problem-solving approach to their learning.