This article focuses on the nature of "family learning" programmes in marginalised communities. Such programmes present a series of radical challenges (in the sense of getting to the root of things) to policy makers and professionals alike: about, for instance, the kinds of "learning" on offer and the neglect, perhaps unsurprising, at least among policy makers, of its potential role in strengthening social solidarities and empowering parents to talk back to power. They also present a challenge to overly rationalist models of learning that continue to neglect the role of emotionality and caring relationships in struggles to learn; and to deficit models of people and communities that pervade Government thinking. There is a more holistic view of learning, one that encompasses intimate relationships as well as the values of workers in projects, including their commitment to social justice. Drawing on psychoanalytical insights, the author argues that primitive emotions, including anxiety, are central to learning, at all ages and in diverse contexts: around, for instance, whether people feel able to cope with the risks that learning brings, are good enough or acceptable in the eyes of others. This is a "psychosocial" view of learning, one easily lost in a narrow, reductive rhetoric of learning as skills for employability; or in the current critique of "therapeutic education," in which mind and body, caring and criticality, seem to be separated in a reassertion of old-style Cartesian dualities. The article draws on in-depth, biographical research among a diverse group of parents (as well as educators and other professionals) in two family learning projects, including a Sure Start programme, based in marginalised communities. The research sought to chronicle, longitudinally, the lived experience of the programmes through parents' eyes (as well as the workers on the ground), and to compare and contrast their experience with the language and priorities of policy makers. The projects, in varying ways, attempted to provide sustained support for vulnerable families and to create learning opportunities for parents and their children, although other agendas--such as the pressure to get people back into the labour market--were also at work. The author's basic argument is that family learning can create precious, caring, but also challenging, space for hard-pressed, often vulnerable people to talk back to power, via new forms of community activism, despite the danger of such programmes becoming de-politicised and individualised, especially when mainstream bodies come near.