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This article presents case study evidence of changing dispositions to learning in three public sector Foundation Degrees. The context of the development of these Foundation Degrees is public sector modernisation and workforce development. Such a context does not automatically lead to educational change, as the outcomes of policy are not pre-ordained. The impetus for Foundation Degree development and collaboration is located within the actions of individuals responding to the changing policy and workforce demands. Involvement by employers in the design and development of Foundation Degrees provides the conditions for expansive learning opportunities for employees. The work-based nature of these Foundation Degrees and the opportunities for career enhancement provide the more immediate context for changing dispositions. The opportunities to engage with higher-level knowledge and to reflect on workplace practices with others in different settings provide the employees with a different future.