An inductive study of improvisation in new product development activities in two firms uncovered a variety of improvisational forms and the factors that shaped them. Embedded in the observations were two important linkages between organizational improvisation and learning. First, site observations led us to refine prior definitions of improvisation and view it as a distinct type of real-time, short-term learning. Second, observation revealed links between improvisation and long-term organizational learning. Improvisation interfered with some learning processes; it also sometimes played a role in long-term trial-and-error learning, and the firms displayed improvisational competencies. Our findings extend prior research on organizational improvisation and learning and provide a lens for research on entrepreneurship, technological innovation, and the fusion of unplanned change and order.