Learning is rooted in people and culture and bears fruit through the construction process, with shoots that branch into new areas. These principles of learning are experientially based, differing markedly from the concepts that require a disconnected accumulation of chunks of knowledge. In order for learning to become truly rooted, a person must have a deep emotional attachment to the subject area. Rooting and the possibilities for branching flow from a better understanding of affect, comfort, culture, and motivation. We have found that when individuals participate in shared activity, they develop new ideas for themselves (fruits) and the collaborative process transforms and shapes the organization of the community as a whole (shoots). Rather than thinking of learning and expertise as a body of acquired skills and knowledge unique to an individual, we adopt a more "situated learning" perspective, where the unit of analysis for expertise is the community itself. We are building technological affordances to rooted knowledge that serve as mentors and that foster the creative and idiosyncratic connections (new shoots) to learning that help community members progress through apprenticeship, guided participation, and participatory appropriation.