This document discusses how learning occurs at the individual, small group, and organizational levels. It argues that true organizational learning requires disciplined learning within small groups of 4-6 people. When many small groups ("Circles") engage in discourse learning within an organization, their learning experiences inevitably interweave. Intensive discussion within Circles produces both individual and shared knowledge and insights. Participants feel compelled to discuss and resolve ideas with others, leading to spillover of discussions to the larger group and organization. By coupling individual, small group, and organizational learning through parallel Circles, organizational impact and change can be achieved.