This article explores Foucault's counterintuitive views on intellectuals and activism through conceptual arguments, teacher inquiry, and qualitative data to create space to consider alternative approaches to political action in teacher education. After contrasting CEE's political action agenda with Foucault's critical project, I outline my early attempts to put Foucault's ideas to work in a master's level curriculum course. I then explore the case of two English teachers who attributed their professional renewal and local activism to moments of the course that were influenced by Foucault's genealogies.