This paper addresses organizational limits to learning within a project intensive organization. The idea of 'learning inaction' (the organizational dynamics that underpin a failure to act) is used as a conceptual frame. Our analysis of three case examples from MillCorp, a project intensive firm, revealed three organizational limits to learning. First, underlying anxieties prompt an over-reliance on action. Second, politics in MillCorp make knowledge transfer problematic. Third, inaction is sustained because what managers see as essential, workers see as unworkable. Our conclusion is that organizational limits to learning in MillCorp are recreated in relation to the politics of inaction.