This article uses complexity theory's concept of ‘shadow systems’ to explore innovative ways of teaching Shakespeare, particularly The Merchant of Venice. Using data drawn from observations at a secondary school in Sydney, Australia, and interviews with two secondary teachers, this article aims to consider how embracing ideas which emerge from the unauthorised and often subversive ‘shadow network’ of a classroom environment can result in creative, independent, engaged learning. I use Ralph D. Stacey's theoretical framework and Bourdieu and Passeron's work on the legitimate to suggest that the tension between the legitimate and the shadow networks can create a space of ‘impotential’, as defined by Tyson Edward Lewis.