Although there is considerable interest in the idea of using games for learning, success in this area has proven elusive. Clearly it is challenging to take established curricula developed for other media types and attempt to fit them into open-ended game contexts where content is secondary to experience. Digital games are very effective for learning, but they represent a type of productive play that does not fit neatly within established educational paradigms. Furthermore, play and learning take on new dimensions within the context of an increasingly participatory culture that blurs traditional boundaries between producers and consumers, as well as teachers and learners. In participatory contexts, learning is a systemic activity where the contributions of the individual contribute to the larger collective intelligence, and learning is often a by-product of play or creativity. Attempts to use games for learning must take this broader context into account and acknowledge the shifting expectations and emerging literacies of learners steeped in a digital culture that introduces and reinforces new standards for play and participation.