This 2-year qualitative action research project focused on improving the experiences within several sections of an advanced methods course in an undergraduate elementary teacher preparation program. The course stressed preservice teachers' developing conceptions of curriculum and of their roles in defining the nature of the curricula they will develop in their own classrooms, and it encouraged them to provide constructivist, contextually relevant, culturally responsive, and substantially meaningful experiences for children. This paper centers on the complexity of the dynamics of what preservice teachers and faculty experienced. The researcher collected course materials, instructor planning documents, field notes from an instructor/observer, instructors' reflective notes, notes from informal discussions between instructors, selected student materials, and examples of student writing. Six interrelated issues that resulted included (1) perceived resistance to intellectuality, (2) a shift from focusing on the self, (3) redefinition of the constituency for teacher education programs, (4) a focus on holistic professional development, (5) reconceptualization of the nature of teaching itself, and (6) replacement of popular conceptions of teaching with professional conceptions of teaching. These challenges place significant demands on teacher educators as they shape their own curricula. The paper discusses lessons for teacher educators to learn from the experience. (Contains 32 references.) (SM)