Reforming graduate medical, nursing and health administrators' education to include the core competencies of interdisciplinary teamwork and quality improvement (QI) techniques is a key strategy to improve quality in hospital settings. Practicing clinicians are best positioned in these settings to understand systems issues and craft potential solutions. The authors describe how, in ten months during 2004 and 2005 the school of medicine, the school of nursing, and an administrative residency program, all at Johns Hopkins University, implemented and evaluated the Achieving Competency Today II Program (ACT II), a structured and interdisciplinary approach to learning QI that was piloted at various sites around the United States. Six teams of learners participated, each consisting of a medical, nursing, and administrative resident.The importance of interdisciplinary participation in planning QI projects, the value of the patient's perspective on systems issues, and the value of a system's perspective in crafting solutions to issues all proved to be valuable lessons. Challenges were encountered throughout the program, such as (1) participants' difficulties in balancing competing academic, personal and clinical responsibilities, (2) difficulties in achieving the intended goals of a broad curriculum, (3) barriers to openly discussing interdisciplinary team process and dynamics, and (4) the need to develop faculty expertise in systems thinking and QI. In spite of these challenges steps have been identified to further enhance and develop interdisciplinary education within this academic setting.