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In this paper the author is using Bion's model of the digestive process, among other models, in order to think about how teaching of theory can be approached as a task and undertaken in practice. Beginning with the ideas of Plato, she discusses how new ideas may be best conveyed, and how psychoanalytic theory teachers (using the teaching of Melanie Klein's ideas here to make her points) may make what they teach acceptable and ‘digestible’ to students. She uses some material from a theory group as well as a baby observation group, and concludes that in group teaching the responsibility for the taking on and elaboration of ideas - a process of digestion - is shared by the teacher and by the group. As psychoanalytic workers need to be able to ‘manage uncertainty’ in daily practice, this state of mind can usefully also be held by the theory teacher. The process of digestion will vary according to the composition of any group, drawing out different facets of understanding in both ‘teachers’ and ‘learners’, and may well draw on other vertices beyond that of psychoanalysis. These links will aid the process of digesting ideas, and will also be evident in the author style, structure and content of this paper.