Description: Most discussions of actuarial education focus on 'what actuaries need to know'– the knowledge content. This is akin to discussing say mortality by considering just one relevant factor [perhaps age]. Reflecting on more than a quarter of a century teaching thousands of actuarial students in eight countries across many cultures suggests that a curriculum is much more than a list of syllabus topics and that a realistic model of student learning needs to acknowledge many more factors than just the knowledge content and the 'ability' of the student. This paper summarises what the author has learned about learning. From that basis it identifies some challenges for actuarial educators, especially in the areas of the development of students’ skills, the assessment of students’ learning and the 'shape' of actuarial education. The relationship between universities and actuarial bodies is also discussed.