Educational change can call up a range of feelings that can pose a number of problems for those experiencing and/or organizing it. This article analyses the processes of educational change from a psychodynamic standpoint. In particular it explores affective containment, which enables feelings to be fully experienced and to be used productively. an aspect of organizing during educational change, known as affective containment, that enables feelings to be fully experienced and to be used productively. In the article, we first review some important and relevant concepts, which include the nature of social affects, projection, introjection, projective identification, and splitting and projection, before considering affect and educational change and the notion of affective containment. We then describe and interpret a case that illustrates what can happen when affective containment processes are not securely in place during educational change. We discuss some of the main issues to emerge, which include: the nature of affective containment at individual and group/organizational levels that can support educational change; the importance of ensuring that boundaries between student and staff systems are secure during educational change; the reparation processes that can be a feature of educational change and their impact on the change process; and the leadership responsibility for providing affective containment during educational change.