The reform of curriculum and assessment in the 14-19 age range in England seeks to address the failure of schools to engage substantial cohorts of pupils, as measured by truancy rates, disruption of lessons and GCSE pass rates. The new statutory orders for Science are motivated in part by similar concerns. Four schools, already in partnership for initial teacher education with the researcher's university, participated in research that involved interviews and lesson observations with seven Science Year 10 classes, their Science teachers and pupil focus groups. Dilemma analysis reveals that elements of schooling distort instrumental value and deny intrinsic value in the study of Science. Pupils disengage as teachers retreat into routines of schooling and pedagogy that prioritise control. There is a warning in this work, that the opportunity to develop pupil engagement with Science could be lost unless the disruptive elements of schooling evident in this study are removed.