Developing our students' abilities to be critical is important but what does it mean to be critical? It is just the cognitive skills of critical thinking or should it involve more radical re-examination of management knowledge and practice from a Foucauldian or Habermasian perspective? This article addresses the issue of what it is to be critical by reflecting on the development of an innovative core course for final year management students concerned with critical management issues. The first section outlines the specific educational context and the structure of the course as a whole. Then the article explains the underlying theoretical framework that was developed which identified four aspects of being critical-scepticism towards rhetoric, tradition, authority, and objectivity. The teaching material associated wit this part of the course is discussed next. This looks at two real situations, one the debacle of the Taurus stock exchange system, and the other an ongoing legal case concerning racial discrimination that is being documented on the web. The article concludes with a more theoretical discussion of the relation between this particular course and critical management more generally.