This paper calls for the design of the European Grid for Learning to take note of important issues which have arisen in previous e-learning cycles in the UK. In particular, low take-up of products and services by lecturers has been explained in terms of techno-fear, or ignorance of e-learning potential. These claims are unsubstantiated. Other explanations are possible for the observed resistance of the educational specialist to the use of educational technology. Rather than ignore possible areas of conflict, or to assume (after Foucault) that any change results in shifts of power which produce inevitable counter-balances from a threatened group, it is possible to use resistance to change as an important part of the design process. To this end, I discuss the findings of an analysis of recent UK-wide initiatives in C&IT and e-learning. The issues raised by participants of the many different groups involved have implications for the take-up of future Grid-based learning. In particular, the needs of educators are identified as crucial to the effective deployment of e-learning.