There are some who believe that getting rid of the testing required by No Child Left Behind (NCLB) will solve current educational problems. In this article, the authors argue that, with or without NCLB, both students and teachers need spaces of liberty for meaningful learning. Teachers need spaces in which they can negotiate the curriculum in response to students' individual progress. Similarly, students need spaces in which they can pursue their own ideas and thus help their teachers shape the curriculum. NCLB does not generate learning. Instruction generates learning. Student interest generates learning. Interesting questions generate learning. And learning is not linear, as most of today's policies presume. Learning spirals; it starts and stops; it jumps and circles back. Learning is a complex phenomenon, and policies--and appropriate funding--that honor that complexity are needed. (Contains 18 notes.)