More often than not, notes are conceptualized as a technology for helping students stay focused on and attentive to subject matter deemed educationally valuable. This article concerns itself, however, with how notes may interrupt and render inoperative this learning function. To probe the question of attention and distraction, the authors devised an experiment in note taking. Our question is whether or not these forms of rendering the learning function of notes inoperative have any educational value. In conclusion, we suggest that such activities, while divorced from official, outcomes-based learning, do indeed have educational meaning: they make present the potentiality for thinking and acting without forcing such potentiality into measurable forms. What remains is the notes themselves, and the notational effects they in turn generated and continue to generate.